Capital Square Closes $34.9M Equity Offering

The UPREIT structure attracted 74 investors nationwide, raising over $19M before closing to new capital.

December 31, 2025


Capital Square Completes Equity Raise for Real Estate Investment Partnership



Capital Square Apartment Operating Partnership, L.P. has wrapped up a $34.9 million equity raise tied to its multifamily investment platform. The offering, which launched in December 2025, was structured as an UPREIT and executed under Regulation D Rule 506(b), targeting accredited investors.



By the time the SEC Form D was filed, Capital Square had already closed the round, raising just over $19.2 million from a pool of 74 investors. While the offering initially allowed for nearly $35 million in equity, the firm made it clear that the remaining unsold securities—about $15.6 million—are no longer being offered.



The issuer declined to disclose revenue or net asset figures, opting instead to move forward without that detail. What's clear is the scale of the network involved: more than a dozen broker-dealers were tapped to drive investor participation across dozens of states. That list included WealthForge Securities, FNEX Capital, Emerson Equity, and others—some cleared for nationwide solicitation, others operating in targeted markets.



Leadership and Structure



Capital Square Apartment REIT, Inc. served as the general partner and managing entity behind the offering. The leadership team includes:




  • Louis Rogers, Chief Executive Officer

  • Whitson Huffman, President

  • Jay Olander, Chief Financial Officer

  • Additional senior executives across marketing, legal, and operations



Each executive had a defined role in structuring the raise and securing investor commitments.

Commission Structure and Capital Terms



Roughly $1.28 million in sales commissions were paid to participating firms. According to the filing, no proceeds from the raise were allocated to executive or director compensation. The minimum investment amount was listed as $0, allowing for flexible contribution levels across the investor base.



Offering Parameters and Completion



This was a standalone raise, not tied to any merger, acquisition, or business combination. The issuer confirmed that the deal was closed prior to the filing date and has no plans to issue additional securities under this structure.



With this equity offering now complete, Capital Square continues to scale its apartment-focused real estate platform. The structure gives accredited investors access to institutional-grade assets through a partnership-backed model designed for targeted, time-bound deployment.

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