Groundfloor
[Closed for Investment] Groundfloor is raising funds on Republic. The platform allows everyone to build wealth through real-estate lending. The Groundfloor platform originates and underwrites loans for residential real estate projects, which are then converted into LROs that can be invested in by individual investors. Groundfloor has over 270,000 registered users, $300 million in assets under management, and a 68% compound non-GAAP revenue growth from 2020 to 2023. Brian Dally and Nick Bhargava founded Groundfloor in July 2014. The current crowdfunding campaign has a minimum target of $50,000 and a maximum target of $5 million. The campaign proceeds will be used for technology and product development, sales and marketing, corporate development, and institutional business unit formation.
Investment Overview
Raised: $1,229,228
Deal Terms
Company & Team
Company
- Year Founded
- 2014
- Industry
- Real Estate & Construction
- Tech Sector
- Distribution Model
- B2B/B2C
- Margin
- High
- Capital Intensity
- Low
Financials
- Revenue -6.5% YoY
- $20,372,237
- Monthly Burn
- $161,881
-
Runway
- 14 months
- Gross Margin
- 88%
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Synopsis
Groundfloor is a real estate lending platform that allows individuals to invest in residential real estate projects. Founded in 2013, the company aims to democratize access to private credit for the development of single-family homes. Groundfloor operates by originating and underwriting loans for residential real estate projects, which are then converted into Limited Recourse Obligations (LROs) available for investment by individual investors. The platform boasts over 270,000 registered users and manages $300 million in assets. Groundfloor primarily serves individual investors who are looking to diversify their portfolios with real estate investments, regardless of their investment size.
The primary problem Groundfloor addresses is the limited access individual investors have to private credit markets, which are typically reserved for institutional investors or high-net-worth individuals. Traditional real estate investment opportunities often require significant capital, making it difficult for smaller investors to participate. This creates a barrier for those looking to diversify their investment portfolios with real estate assets.
Groundfloor's solution is a platform that allows anyone to invest in real estate projects with as little as $10. By converting real estate loans into LROs, the platform makes it possible for individual investors to participate in the funding of residential real estate projects. Groundfloor handles the origination and underwriting of these loans, ensuring that the investment opportunities are vetted and structured for investor participation. This approach opens up a traditionally exclusive market to a broader range of investors.
Consider the common scenario of an individual looking to invest in real estate but lacking the substantial capital typically required. Groundfloor offers a way for this individual to invest small amounts into real estate projects, similar to how one might invest in stocks or mutual funds. This fractional ownership model allows investors to diversify their portfolios without needing to commit large sums of money. For example, an investor can choose to invest $100 in a residential real estate project, gaining exposure to the real estate market without the need for significant upfront capital.
Price
Groundfloor is currently raising funds through a Preferred Equity offering. The company has set a pre-money valuation of $289 million, with shares priced at $50 each. This valuation translates to a revenue multiple of 14.19x based on the company's most recent GAAP annual revenue of $20.4 million. Such a high multiple suggests that the deal terms may be less favorable for investors, particularly given the recent GAAP annual revenue decline of 6.52%.
Investing in preferred equity should offer certain advantages over common equity, including priority in dividend payments and liquidation preferences. However, the Series B-3 Preferred Stock includes important clauses that investors should be aware of.
First, in terms of liquidation preference, Series B-3 holders are junior to all other preferred stockholders. This means that in the event of a liquidation or sale, they will receive payouts only after the more senior classes of preferred stockholders have been fully compensated.
Once those senior preferred stockholders are paid, the Series B-3 holders will share any remaining proceeds with common stockholders on a pro-rata and pari passu basis. This suggests there is no special multiple or "extra payout" beyond what common stockholders receive. Series B-3 holders will be paid proportionally based on their ownership percentage, without any additional preference.
In essence, this implies a 0x liquidation preference for Series B-3 holders, meaning they only get paid pro-rata with the common stockholders after the senior preferred stockholders are paid. While they participate in any remaining distributions, they do so on equal terms with common stockholders, rather than receiving any guaranteed payout beyond that.
Additionally, for investors to achieve a 10x return, Groundfloor would need to reach a post-exit valuation of approximately $2.89 billion, thus reaching the status of unicorn. This would require substantial growth in both revenue and market share. Given the current market conditions and the company's growth trajectory, achieving such a valuation would likely necessitate significant operational improvements and market expansion.
The exit potential for Groundfloor can be assessed by examining similar companies in the real estate and construction industry. Companies like Fundrise and Arrived have shown that there is a market for fractional real estate investment platforms. However, the high revenue multiple of 14.19x indicates that Groundfloor may be overvalued compared to its peers, which could impact the attractiveness of the deal for potential investors.
In summary, the preferred equity offering doesn't seem to give some protection through liquidation preferences, the high valuation and revenue multiple suggest that the investment terms may be less favorable. Investors should carefully consider the company's ability to achieve the necessary growth to provide substantial returns.
Market
The U.S. real estate loans market, valued at approximately $466.7 billion, faces a slight decline with a market growth rate of -5.89%. Despite this contraction, several key market drivers and trends are shaping the landscape. The increasing popularity of fractional ownership and alternative investment platforms is a significant trend. However, challenges like limited control over asset management, illiquidity, market volatility, and legal complexities can affect investor sentiment and market stability.
Groundfloor operates within this evolving market, leveraging the trend towards democratizing real estate investments. The platform's ability to offer fractional ownership in residential real estate projects allows it to target a broad segment of individual investors looking to diversify their portfolios without substantial capital outlay. This approach aligns with the growing demand for accessible investment opportunities and the shift towards digital investment platforms.
While the overall market size is substantial, Groundfloor's appeal is more niche-focused, primarily targeting individual investors rather than institutional players. This focus on retail investors allows Groundfloor to differentiate itself from traditional real estate investment avenues that typically cater to high-net-worth individuals and large institutions.
The trend towards digital transformation in the financial sector also positively impacts Groundfloor. As more investors become comfortable with online investment platforms, Groundfloor can expand its user base and increase market penetration. Additionally, the platform's low entry threshold of $10 makes it accessible to a wider audience, further supporting user growth.
Conversely, the decline in the overall market growth rate may pose challenges for Groundfloor. A contracting market could lead to fewer real estate projects and investment opportunities, which could impact the platform's ability to attract and retain users. Market volatility and economic uncertainties can also affect investor confidence, potentially leading to reduced investment activity on the platform.
In summary, while the U.S. real estate loans market faces some headwinds, Groundfloor is positioned to leverage significant trends towards fractional ownership and digital investment platforms. The company's focus on retail investors and accessible investment opportunities aligns well with these market drivers, although challenges related to market contraction and volatility remain.
Team
Groundfloor's leadership team brings a wealth of experience in real estate, finance, and technology, which is crucial for the company's success in the fractional real estate investment market. Brian Dally, Co-founder and CEO, has extensive experience in marketing, customer acquisition, and product development. His previous roles include leading Republic Wireless to a $60 million revenue run-rate within its first year. Dally's background in launching and scaling technology companies aligns well with Groundfloor's goals of expanding its user base and enhancing its platform.
Nick Bhargava, Co-founder and Executive Vice President of Legal and Regulatory, has a strong background in regulatory analysis and compliance. His experience with the SEC and FINRA provides Groundfloor with valuable insights into navigating the complex regulatory environment of real estate investments. Bhargava's expertise ensures that the company's offerings remain compliant with relevant laws, which is essential for maintaining investor trust and avoiding legal issues.
Ben Sutton, Senior Vice President of Finance, brings significant financial reporting and accounting experience. His role in GMS Inc.'s initial public offering and his tenure at KPMG provide Groundfloor with robust financial management capabilities. Sutton's skills are vital for managing the company's finances, especially given its high monthly burn rate and substantial short-term debt.
Adam Gaeddert, Chief of Staff, has a background in valuation and business analytics. His experience at BDO LLP and Grant Thornton LLP equips him with the analytical skills needed to assess and optimize Groundfloor's business operations. Gaeddert's role is critical in ensuring that the company makes data-driven decisions to support its growth objectives.
Randy Conley, Vice President of Engineering, leads Groundfloor's technology development. His previous experience at Cardlytics, LLC, and CGI in software development and integration is instrumental in enhancing the platform's functionality and user experience. Conley's technical expertise supports Groundfloor's goal of providing a seamless and efficient investment platform for its users.
While the team is strong in many areas, there are potential gaps that could impact Groundfloor's ability to achieve future milestones. For instance, the company may benefit from additional expertise in scaling operations and marketing to drive user acquisition and retention. Addressing these gaps could be critical for sustaining growth and reaching new market segments.
In summary, Groundfloor's leadership team possesses the relevant skills and experience to drive the company's growth and navigate the complexities of the real estate investment market. However, expanding the team to include additional expertise in scaling and marketing could further strengthen Groundfloor's position and support its long-term objectives.
Differentiation
Groundfloor operates in the competitive landscape of fractional real estate investment platforms. Key competitors include Fundrise and Arrived. Fundrise is one of the largest platforms in this space, with a significant user base and a focus on build-for-rent communities. Fundrise offers a range of investment options, including eREITs and eFunds, catering to a broad spectrum of investors. Arrived, on the other hand, specializes in rental property investments, allowing users to buy shares of rental homes and earn rental income and appreciation.
Compared to these competitors, Groundfloor distinguishes itself by offering investments in residential real estate projects through Limited Recourse Obligations (LROs). The platform's low minimum investment of $10 makes it accessible to a wider audience, whereas competitors like Fundrise typically require a higher minimum investment. Groundfloor's user base of over 270,000 registered users and $300 million in assets under management indicates a strong market presence, though it may be smaller in scale compared to Fundrise, which manages over $1 billion in assets.
Groundfloor's product quality is centered around its rigorous loan origination and underwriting processes, ensuring that investment opportunities are vetted and structured for individual investors. This focus on loan quality and investor accessibility sets it apart from competitors who may offer a broader range of real estate investment products but with higher entry barriers.
The primary customer demographics for Groundfloor include individual investors looking to diversify their portfolios with real estate investments. These investors range from those with minimal capital to high-net-worth individuals. The platform's low entry threshold appeals particularly to younger investors, millennials, and those new to real estate investing who may not have substantial capital to invest. Additionally, Groundfloor's user-friendly platform and transparent investment process attract tech-savvy investors who prefer digital investment solutions.
In summary, Groundfloor differentiates itself through its focus on accessibility, low minimum investment, and rigorous loan origination processes. While competitors like Fundrise and Arrived offer broader investment options, Groundfloor's niche focus on residential real estate projects and fractional ownership appeals to a wide range of individual investors, particularly those seeking low-barrier entry into real estate investing.
Performance
Groundfloor has demonstrated significant traction in the real estate investment market, with over 270,000 registered users and $300 million in assets under management. For 2023, Groundfloor reported a non-GAAP pro-forma revenue of $26.5 million, although its GAAP revenue for the same period was $20.4 million, reflecting a year-over-year decline of 6.52% from $21.8 million in 2022.
Financially, Groundfloor faces a high monthly burn rate of approximately $377k, with the most recent cash on hand reported at $2.3 million as of July 2024. This indicates a limited runway, necessitating either an increase in revenue or additional funding to sustain operations.
The company's short-term debt of $298 million comprises $4.0 million in deferred revenue and $1.5 million in accounts payable. The remaining $294 million represents active investments by investors on the Groundfloor platform, which are secured by restricted cash and term-matched loan assets shown on the assets side of the balance sheet. Grundfloor has $8.9 million in convertible notes, shown in long-term liabilities section of its SEC filling.
Groundfloor's user growth has been a positive aspect, with the platform now serving investors in all 50 U.S. states and several international markets. Individual portfolios range in size from $10 to over $1 million, showcasing the platform's broad appeal. However, the flat GAAP revenue growth and recent revenue decline suggest challenges in scaling the business and increasing market penetration.
Operationally, over 95% of Groundfloor's revenue and gross profit come from fees assessed to borrowers in connection with loan origination and servicing. This reliance on borrower fees highlights the importance of maintaining a steady pipeline of real estate projects and borrowers to sustain revenue. The company has indicated potential future plans to assess fees to a subset of investors, which could diversify its revenue streams but also introduce new challenges in implementation and acceptance.
In terms of market recognition, Groundfloor has been acknowledged on the Forbes Fintech 50 List for 2024, indicating a level of industry validation. The platform's SEC-qualified investment products and low entry threshold of $10 make it accessible to a wide range of investors, further supporting its user growth and market penetration. Historically, 75% of the company's LROs offered on its platform have repaid within 12 months, 96% have repaid within 24 months, and 99% within 36 months. A small percentage of LROs repay later than 36 months.
In summary, while Groundfloor has shown strong user growth and significant assets under management, its financial metrics reveal challenges in revenue growth and sustainability. The high monthly burn rate and substantial short-term debt necessitate careful financial management and potential additional funding to ensure long-term viability.
Risk
Groundfloor faces several specific risks that potential investors should consider.
Another key risk factor is the company's flat GAAP revenue growth and recent annual revenue decline of 6.52%. This stagnation in revenue growth could indicate challenges in scaling the business or increasing market penetration. It raises concerns about the company's ability to sustain its growth trajectory and achieve the necessary revenue to justify its high valuation multiple of 14.19x.
Additionally, Groundfloor operates in a moderately competitive market with several established competitors such as Fundrise and Arrived. The competitive landscape requires Groundfloor to continuously innovate and differentiate its offerings to maintain and grow its market share. Failure to do so could impact its ability to attract and retain investors and borrowers.
Groundfloor's business model as a two-sided marketplace presents another layer of complexity. Building and maintaining a successful two-sided marketplace requires significant capital and operational efficiency. Balancing the needs and interests of both investors and borrowers can be challenging, and the platform must ensure sufficient liquidity and user engagement on both sides to remain viable.
The company's high monthly burn rate of over $377k further accentuates the financial risk. With cash on hand of approximately $2.3 million as of July 2024, Groundfloor has a limited runway and will need to secure additional funding or significantly increase its revenue to sustain operations in the long term. This reliance on external funding adds a layer of financial uncertainty.
Lastly, the regulatory environment for fractional real estate investment platforms can be complex. Groundfloor may face legal and regulatory challenges, which could impact its operations and growth. Navigating these regulations requires careful management and compliance efforts, adding to the operational risks.
In summary, while Groundfloor has established a foothold in the fractional real estate investment market, it faces significant risks related to financial stability, market competition, operational complexity, and regulatory compliance. Potential investors should carefully consider these factors when evaluating the investment opportunity.
Bullish Outlook
Groundfloor presents several key factors that contribute to a bullish outlook. The platform's ability to democratize real estate investments, allowing individuals to participate with as little as $10, opens up a significant market opportunity. This accessibility appeals to a broad range of retail investors, especially younger demographics and those new to real estate investing, who are looking to diversify their portfolios without substantial capital.
Groundfloor's strong user base of over 270,000 registered users and $300 million in assets under management indicates a solid market presence and growing adoption. The company's recognition on the Forbes Fintech 50 List for 2024 further validates its market position and potential for growth.
One of Groundfloor's unique strengths is its focus on fractional ownership of residential real estate loans through Limited Recourse Obligations (LROs). This approach differentiates it from competitors like Fundrise and Arrived, which typically offer broader real estate investment options with higher entry barriers. The platform's low entry threshold and user-friendly interface make it particularly attractive to tech-savvy investors seeking digital investment solutions.
Emerging trends in digital transformation and the growing popularity of alternative investment platforms could drive significant growth for Groundfloor. As more investors become comfortable with online investment platforms, Groundfloor is well-positioned to capitalize on this trend and expand its user base. Additionally, the company's low entry threshold and focus on fractional ownership align with the increasing demand for accessible and diversified investment opportunities.
In conclusion, Groundfloor's bullish outlook is driven by its strong market presence, unique value proposition, experienced leadership team, and favorable market trends. These factors, combined with solid financial performance and growth potential, present a compelling case for investment in the company.
Bearish Outlook
Groundfloor faces several key factors that contribute to a bearish outlook. The U.S. real estate loans market is experiencing a slight decline, with a growth rate of -5.89%. This contraction could limit the number of new real estate projects and investment opportunities available on the platform, impacting Groundfloor's ability to attract and retain users.
Compared to competitors like Fundrise and Arrived, Groundfloor's high revenue multiple of 14.19x indicates that the company may be overvalued. This valuation is particularly concerning given the recent decline in annual revenue growth of 6.52%. High valuation multiples generally suggest that the investment terms may not be favorable for new investors, especially when juxtaposed with flat GAAP revenue growth.
Operationally, high monthly burn rate of $377k raise concerns about financial stability. With just $2.3 million in cash on hand as of July 2024, the company has a limited runway and may struggle to sustain operations without securing additional funding. This financial pressure could hinder Groundfloor's ability to innovate and expand its offerings, making it challenging to stay competitive.
The platform's reliance on revenue from borrower fees also poses a risk. Over 95% of Groundfloor's revenue comes from loan origination and servicing fees, making the company highly dependent on maintaining a steady pipeline of real estate projects and borrowers. Any disruption in this pipeline could negatively impact revenue and profitability.
Groundfloor operates in a moderately competitive market with established players like Fundrise and Arrived. These competitors offer a broader range of investment options and have larger asset bases, potentially making it difficult for Groundfloor to differentiate itself and capture a larger market share. Additionally, the complexity of managing a two-sided marketplace adds operational challenges and requires significant capital to balance the needs of both investors and borrowers.
The regulatory environment for fractional real estate investments is another potential growth inhibitor. Navigating the complex legal landscape requires substantial compliance efforts and resources. Any regulatory changes or legal challenges could disrupt Groundfloor's operations and limit its ability to offer investment opportunities.
In summary, Groundfloor's bearish outlook is driven by market contraction, financial instability, high valuation, and competitive challenges. These factors, combined with regulatory hurdles and operational dependencies, present significant obstacles to the company's growth and long-term viability.
Executive Summary
Groundfloor is a real estate lending platform that enables individual investors to participate in residential real estate projects with minimal capital. The company targets retail investors looking to diversify their portfolios through fractional ownership of real estate loans. Groundfloor has over 270,000 registered users and manages $300 million in assets, highlighting its strong market presence.
Groundfloor's current funding round involves a Preferred Equity offering with a pre-money valuation of $289 million and shares priced at $50 each. The company's high revenue multiple of 14.19x and recent annual revenue decline of 6.52% indicate that the deal terms may be less favorable for investors. Financially, Groundfloor faces a high monthly burn rate of $377k and has $2.3 million in cash on hand, suggesting a limited runway.
The U.S. real estate loans market, valued at $466.7 billion, is experiencing a slight decline with a growth rate of -5.89%. Groundfloor leverages trends towards democratizing real estate investments and digital transformation to attract a broad range of individual investors. The company's low entry threshold of $10 sets it apart from competitors like Fundrise and Arrived, which typically require higher minimum investments.
On the bullish side, Groundfloor benefits from strong user growth, significant assets under management, and industry recognition, such as being listed on the Forbes Fintech 50. The platform's accessibility and focus on fractional ownership align well with current market trends. On the bearish side, the company's financial health, characterized by high debt and a significant monthly burn rate, poses risks. Additionally, the flat GAAP revenue growth and recent decline raise concerns about scalability and market penetration.
In conclusion, Groundfloor presents a mixed investment opportunity. While the company has a strong market presence and aligns well with key market trends, its financial health and high valuation multiple pose risks. Potential investors should weigh these factors carefully when considering an investment in Groundfloor.
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Company Funding & Growth
Funding history
- Total Prior Capital Raised
- $81,400,000
- VC Backed?
- Yes
Offering Name | Close Date | Platform | Valuation | Total Raised | Security Type | Status | Reg Type |
---|---|---|---|---|---|---|---|
Groundfloor | 10/31/2024 | Republic | $289,000,000 | $1,229,228 | Equity - Preferred | Funded | RegCF |
Groundfloor (Finance) | 11/18/2022 | Wefunder | $243,407,782 | $2,290,044 | Equity - Preferred | Funded | RegCF |
Groundfloor (Finance) | 06/30/2019 | Self Managed | $51,848,310 | $3,012,894 | Equity - Preferred | Funded | RegA+ |
Groundfloor (Finance) | 06/30/2018 | Self Managed | $27,287,500 | $4,228,670 | Equity - Common | Funded | RegA+ |
Growth Charts
Revenue History
Note: Revenue data points reflect the latest of either the most recent fiscal year's financials, or updated revenues directly from the founder, at each raise's close date.
Valuation History
Price per Share History
Note: Share prices shown in earlier rounds may not be indicative of any stock splits.