PART II AND III 2 tm2118360d1_partiiandiii.htm PART II AND III

 

FORM 1-A DISCLOSURE FORMAT

PART II 

OFFERING CIRCULAR

Groundfloor Finance Inc.

 

One Hundred and Sixty-Seven Series of Limited Recourse Obligations 

Totaling $12,284,440

 

Dated: June 3, 2021

 

This Post-Qualification Offering Circular Amendment No. 81 (this “PQA”), made on the Form 1-A disclosure format, amends the offering circular of Groundfloor Finance Inc., dated December 29, 2017, as qualified on January 4, 2018, and as may be amended and supplemented from time to time (the “Offering Circular”), to add additional securities to be offered pursuant to the Offering Circular. This PQA relates to the offer and sale of up to an additional $12,284,440 in aggregate amount of Limited Recourse Obligations (the “LROs”) to be issued by Groundfloor Finance Inc. (the “Company,” “we,” “us,” or “our”). Unless otherwise defined below, capitalized terms used herein shall have the same meanings as set forth in the Offering Circular. See “Incorporation by Reference of Offering Circular” below.

 

We make LROs available for investment on our web-based investment platform www.groundfloor.com (the “Groundfloor Platform”). Our principal offices and mailing address are located at 600 Peachtree Street, Suite 810, Atlanta, GA 30308. The phone number for these offices is (404) 850-9225.

 

We will issue the LROs in distinct series, each corresponding to a real estate development project (each, a “Project”) financed by a commercial loan from us (each, a “Loan”). The borrower for each Project is a legal entity (the “Borrower”) that owns the underlying property and has been organized by one or more individuals (each, a “Principal”) that own and operate the Borrower. This PQA relates to the offer and sale of each separate series of LROs corresponding to the Projects for which we extend Loans, as described below (the “Offering”).

 

The LROs will be unsecured special, limited obligations of the Company. The LROs are not listed on any national securities exchange or on the over-the-counter inter-dealer quotation system. There is no market for the LROs. Our obligation to make payments on a LRO is limited to an amount equal to each holder’s pro rata share of amount of payments, if any, actually received on the corresponding Loan, net of certain fees and expenses retained by us. See the sections titled “General Terms of the LROs,” “The LROs Covered by this Offering Circular,” and “Project Summaries” of the Offering Circular, as amended hereby, for the specific terms of the LROs covered by this PQA.

 

We do not guarantee payment of the LROs in the amount or on the time frame expected. The LROs are not obligations of the Borrowers or their Principals, and we do not guarantee payment on the corresponding Loans. We have the authority to modify the terms of the corresponding Loans which could, in certain circumstances, reduce (or eliminate) the expected return on your investment. See the “General Terms of the LROs—Administration, Service, Collection, and Enforcement of Loan Documents” section on page 106 of the Offering Circular.

 

The LROs are speculative securities. Investment in the LROs involves significant risk, and you may be required to hold your investment for an indefinite period of time. You should purchase these securities only if you can afford a complete loss of your investment. See the “Risk Factors” section on page 12 of the Offering Circular.

 

Generally, no sale may be made to you in this offering to the extent that the aggregate purchase price you pay is more than 10% of the greater of your annual income or net worth. Different rules apply to accredited investors and non-natural persons. Before making any representation that your investment does not exceed applicable thresholds, we encourage you to review Rule 251(d)(2)(i)(c) of Regulation A. For general information on investing, we encourage you to refer to www.investor.gov.

 

We will commence the offering of each series of LROs promptly after the date this PQA is qualified by posting on the Groundfloor Platform a separate landing page corresponding to each particular Loan and Project (each, a “Project Summary”). The offering of each series of LROs covered by this PQA will remain open until the earlier of (1) 30 days, unless extended, or (2) the date the offering of a particular series of LROs is fully subscribed with irrevocable funding commitments (the “Offering Period”); however, we may extend the Offering Period for a particular series of LROs in our sole discretion (with notice to potential investors) up to a maximum of 45 days. We will notify investors who have previously committed funds to purchase such series of LROs of any such extension by email and will post a notice of the extension on the corresponding Project Summary on the Groundfloor Platform.

 

This Offering is being conducted on a “best-efforts” basis, which means that our officers will use their commercially reasonable best efforts in an attempt to sell the LROs. Such officers will not receive any commission or any other remuneration for these sales. In offering the LROs on our behalf, the officers will rely on the safe harbor from broker-dealer registration set out in Rule 3a4-1 under the Securities Exchange Act of 1934, as amended.

 

 

 

 

THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION DOES NOT PASS UPON THE MERITS OF OR GIVE ITS APPROVAL TO ANY SECURITIES OFFERED OR THE TERMS OF THE OFFERING, NOR DOES IT PASS UPON THE ACCURACY OR COMPLETENESS OF ANY OFFERING CIRCULAR OR OTHER SOLICITATION MATERIALS. THESE SECURITIES ARE OFFERED PURSUANT TO AN EXEMPTION FROM REGISTRATION WITH THE COMMISSION; HOWEVER, THE COMMISSION HAS NOT MADE AN INDEPENDENT DETERMINATION THAT THE SECURITIES OFFERED HEREUNDER ARE EXEMPT FROM REGISTRATION.

 

   Offering
price
to the public
   Underwriting
discounts
and
commissions
   Proceeds to
issuer(1)(2)
   Proceeds to other
persons
 
Per Unit  $10.00    N/A   $10.00    N/A 
Total Minimum  $0.00    N/A   $0.00    N/A 
Total Maximum  $12,284,440    N/A   $12,284,440    N/A 

  

(1) We estimate all expenses for this Offering to be approximately $1,000, which will not be financed with the proceeds of the Offering.

 

(2) Assumes no promotions or discounts applied to any offerings covered by this PQA.

 

 

 

 

Incorporation by Reference of Offering Circular

 

The Offering Circular, including this PQA, is part of an offering statement (File No. 024-10753) that we filed with the Securities and Exchange Commission. We hereby incorporate by reference into this PQA all of the information contained in the following:

 

1.Part II of the Offering Circular, including the form of LRO Agreement beginning on page LRO-1 thereof to the extent not otherwise modified or replaced by offering circular supplement and/or post-qualification amendment.

 

2.Form 1-K, for Groundfloor Finance Inc., covering the periods ending December 31, 2020 and December 31, 2019.

 

3.1- A POS for PQA 80 filed May 25, 2021.

 

Note that any statement that we make in this PQA (or have made in the Offering Circular) will be modified or superseded by any inconsistent statement made by us in a subsequent offering circular supplement or post-qualification amendment.

 

The LROs Covered by the Offering Circular and Use of Proceeds

 

The following disclosure is added on pages 109 and 110 of the Offering Circular under the table included under “The LROs Covered by this Offering Circular” and “Use of Proceeds,” respectively:

 

The table below lists the additional Projects covered by this PQA. Each series of LROs is denominated by the corresponding Project’s name.

 

Series of LROs/Project 

Aggregate Purchase

Amount/Loan Principal

 
626 MOUNTAIN PL #1, ALBEMARLE, NC 28001   75,890 
626 MOUNTAIN PL #2, ALBEMARLE, NC 28001   75,900 
1404 WEST 13TH STREET, JACKSONVILLE, FL 32209   83,550 
2523 HILAND STREET, JACKSONVILLE, FL 32204   88,500 
1270 DEL REY DR, FLORISSANT, MO 63031   95,550 
3190 WATER BROOK DRIVE, CONYERS, GA 30094   96,000 
20529 MELROSE STREET, SOUTHFIELD, MI 48075   98,500 
3158 JACKSON ST, HAPEVILLE, GA 30354   108,190 
518 OTTAWA ST, LEAVENWORTH, KS 66048   113,550 
3241 NORTH TULSA DRIVE, DELTONA, FL 32738   116,180 
1113 FOUNTAIN ROAD, JACKSONVILLE, FL 32205   118,000 
7331 EAST STREET, BAYTOWN, TX 77521   120,000 
11323 TOBAGGAN TRAIL, FLORISSANT, MO 63033   122,020 
3330 CLAREMONT ROAD, JACKSONVILLE, FL 32207   129,000 
4409 WABASH AVENUE, FORT WORTH, TX 76133   134,000 
39 JACKSON LANE, SICKLERVILLE, NJ 8081   137,400 
605 THAYER DR, RICHLAND, WA 99352   139,530 
1378 GUS THORNHILL JR DR #1, EAST POINT, GA 30344   148,710 
1378 GUS THORNHILL JR DR #2, EAST POINT, GA 30344   148,710 

 

 

 

 

3946 ALDRICH AVE N, MINNEAPOLIS, MN 55412   149,250 
13 WEST BECK ST, CANAL WINCHESTER, OH 43110   153,720 
3510 CHIPPENDALE TRL, GREENSBORO, NC 27406   156,740 
4289 INVERNESS CT NE, ROSWELL, GA 30075   157,070 
314 WEST MAIN ST, GARDNER, KS 66030   161,780 
5644 MORGANFORD RD, ST. LOUIS, MO 63116   165,650 
975 NORTH MAIN STREET, WATERBURY, CT 6704   165,800 
439 3RD AVE #3, DECATUR, GA 30030   167,570 
439 3RD AVE #2, DECATUR, GA 30030   167,580 
410 UTOY CIRCLE SOUTHWEST, ATLANTA, GA 30331   167,590 
1423 VESTA TERRACE #1, ATLANTA, GA 30344   176,460 
1423 VESTA TERRACE #2, ATLANTA, GA 30344   176,460 
2201 S TUTTLE AVE #1, SARASOTA, FL 34239   179,500 
2201 S TUTTLE AVE #2, SARASOTA, FL 34239   179,570 
235 ORCHARD STREET #3, BRIDGEWATER TOWNSHIP, NJ 8807   186,190 
235 ORCHARD STREET #2, BRIDGEWATER TOWNSHIP, NJ 8807   187,100 
878 NORTH GRAND AVE NW, ATLANTA, GA 30318   191,100 
2630 JEWEL STREET, EAST POINT, GA 30344   196,350 
1305 EPWORTH STREET SOUTHWEST, ATLANTA, GA 30310   196,410 
31 SCREVEN ST NE #2, ATLANTA, GA 30307   197,000 
31 SCREVEN ST NE #1, ATLANTA, GA 30307   197,010 
443-445 N GARFIELD AVE, COLUMBUS, OH 43203   198,900 
1905 WINDEMERE DRIVE NE #1, ATLANTA, GA 30324   199,320 
1905 WINDEMERE DRIVE NE #2, ATLANTA, GA 30324   199,320 

 

 

 

 

1905 WINDEMERE DRIVE NE #3, ATLANTA, GA 30324   199,320 
1905 WINDEMERE DRIVE NE #4, ATLANTA, GA 30324   199,320 
2107 ARLINGTON CIRCLE NORTHWEST, ATLANTA, GA 30318   202,320 
90 FULLER RD #1, CENTERVILLE, MA 2632   208,810 
90 FULLER RD #2, CENTERVILLE, MA 2632   208,810 
921 WEST 32ND STREET, INDIANAPOLIS, IN 46208   209,850 
2000 WILLA DR, DECATUR, GA 30032   217,050 
1304 IRANISTAN AVENUE, BRIDGEPORT, CT 6605   218,500 
2145 PARK TERRACE, ATLANTA, GA 30337   221,730 
235 ORCHARD STREET #1, BRIDGEWATER TOWNSHIP, NJ 8807   225,000 
1620 SADDLERIDGE WAY #3, ATLANTA, GA 30350   230,100 
1620 SADDLERIDGE WAY #1, ATLANTA, GA 30350   230,500 
1620 SADDLERIDGE WAY #2, ATLANTA, GA 30350   230,500 
439 3RD AVE #1, DECATUR, GA 30030   250,000 
1278 EPWORTH STREET SOUTHWEST, ATLANTA, GA 30310   250,370 
566 COLDSTREAM COURT NORTHWEST #1, ATLANTA, GA 30328   254,640 
566 COLDSTREAM COURT NORTHWEST #2, ATLANTA, GA 30328   254,640 
3621 LUALLEN DRIVE, CARROLLTON, TX 75007   261,250 
2193 PARK TERRACE, COLLEGE PARK, GA 30337   271,770 
9890 WESBOURNE CT, JACKSONVILLE, FL 32221   280,000 
1988 GRACE ARBOR COURT NORTHEAST #1, ATLANTA, GA 30329   288,740 
1988 GRACE ARBOR COURT NORTHEAST #2, ATLANTA, GA 30329   288,750 
298 ROY STREET SW, ATLANTA, GA 30310   329,850 
1094 IRANISTAN AVENUE, BRIDGEPORT, CT 6604   330,000 
Total  $12,284,440 

   

 

 

 

Project Summaries

 

Each Project Summary attached below is included in the Offering Circular following page PS-1133.

 

 

 

 

PROJECT SUMMARIES FOR PQA NO. 81

   

 

Purpose loan Position Total oan Amount Repayment Terms 890 L - Skin-in-the-Game CD 10 $218,000 85.4% 04/15/2021 Purchase Date Project Cost View larger map The Borrower intends to use the l oan proceeds to complete a new construction.Upon completi on,the Borrower intends to sellthe property to repay the Groundfloor loan. Mountamc 't>t'.f lvb" '0 C',.t' ey Ao II-Sec60 .... t'.f Click here to view the LRO Agreement Map d'ata '®2021 Terms of Use R eport a map error PROPERTY PHOTOS - GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Neil Sutton Compl eted Projects Average Project ° II L,l _ ----'11 CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. FIRST HOMES LLCFINANCIAL DATA PROJECTS /REVENUE DATE OF FORMATION * 04/24/2020 Gross Margin% CD IPRINCIPAL FOCUS Single FamilyLoans Funded CDLoans Repaid CDPerYear CDRevenue CD 3 3 II$150K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0%_Ll _15 mon_th_s_--'ll$40K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needs to begin constructi on of this property on April15,2021by Groundfloor Finance Inc.("Groundfloor";w e "us;'or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has begun constructi on of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. o The construction of the property may be extensive,and therefore subject to delays and other unexpected issues. o The construction willrequire permitting, and permits may not be obtained on time or may be denied. o There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $75,890 to $75,900. The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • There is no existing structure on this property,or if there is,it will be demolished,and a new structure built in its place. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. o This loan represents the first draw for the construction project and is secured by an individual note. o Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. o The Borrower has not completed or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. o Please consult the Offering Circular for further discussi on of general risk factors. CLOSING CONOITIONS o Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION o The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. ---- --PROPERTY DESCRIPTION Address: 626 MOUNTAIN PL #1,ALBEMARLE,NC 28001 ' ct...................;.... INVEST NOW As Complete (ARV) Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$218,000 TotalProject Costs CD$176,790 $25,000 0% ----Skin-in-theFirst lien Loan Cushion CD Game CD Purchase Price$9,000 Loan To ARV69.6% Loan To Total CD CD CD VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report 4 location8 Borrower Experience5 Borrower Commitment CD1 GRADE FACTORS Rate loan ToARV loan AmountInvestors BORROWER First Homes LLC F_i_rs_t_L_ie_n JII75, r--'Ba-"'-lol_o_n_pa_y_m_en-t --p-r-in_c_i_p_a l_a_n_d_i_n-et_r_e_s-t-, Neil Sutton - principal. .retu rned on re payment/ due at matu rity. Cli ck here to view the LRO Agreement INVEST NOW New Construction

 PS-1133 

 

 

PROJECT SUMMARY I 626 MOUNTAIN PL 1#1, ALBEMARLE, NC 28001Rate Pro ject ed Term Loan ToARV Lmin Am ou nt Inves to rsBORROWERPurp oseLoan Posit ic nTotal Loan Amo unt Re payme n t TermsFir st Hom es LLC N eil Su tt o n - princi palNew Constr uct ion- - - F- _ir _s _t _L _ien l I $l ,S B . .B-_a- l_lo_on-_p_ay_ 1n_ _e _n t -- -p-,_i_n_ci_p_al an-d_ in_t e_, est r et urned on repaym ent / due at maturity.INVEST NOWClick here to vi ew the LRO A greementFlNANCIAL OVERVIEW A f t er Rep;,i r Valu e (ARV) @ $ 218 ,00 0Tot al Project Costs {!) $1 7 6 ,7 90GRADE FACTORSThe f ol l owing factors determin.e in part how the loan was graded: (in descending order of import.a nee] Lo an To ARV Score (!) 10 Qua!it y of Valuat io n Repor t 4 Skl n-►n-t h o,- G :;im e @ 10 L oc ation 8 Borrower Exper ienc.e 5 Borrower Commitm ent @ 1$25,0000% Sk i n - in -t he­ Gamc ©Fir st L ien L o a n Cus hion {?)VALUATION REPORTS As Complet e (ARV)$218,0 00Certified lndependentAppraisal I Broker 's Pri ce Opini onPurchas-e Price (!)$9 ,00 0 Loan ToARV @ 69.6%Borrower Pro vided App raisalPurchas-e Oat-:04/ 15/ 2021 Loan Ta Total Pro jed Cost @85.4%Bo rr ower Provided ComJsPROPERTY DESCRIPTIONVi.:!w larg er mapA dd ress: 626 M O UNTAIN PL #1, ALBEMARLE, NC 28001l m olT he Borrow er int encls t o use the loan pro ceeds to complete a new construct io n. Upon comp let io n, the Bor rower int ends to selI t h e propert y to repay t h e Graundfi oor l oan .I"\Al1- Sec'®!, i,n il i:::-1 ... ... . . ... .. 1 ... _ Map data '©i o21 T rms of Ua ;,INVESTNOWClick here to view the LRO AgreementPROPERTY PHOTOS-- - ----- :II - - - - - - ·· - - - - - ■- - - - - ■- - - - - - - - -MISCELLANEOUS PROJECT SPECIFIC RISKFACTORS• T h e Bor ro wer w as ad v anced the money it needs to begi n const ruct io n of t his pro per ty on April 15, 2021 by Groundfl oor Finan ce Inc. ("Groundfloor,""w e," "us," or "our } or a wholly-ow ned subsidi.ary of Gro undfl oor. The Borr ower has b egun co nstr uction of t he propert y. If t his off eri ng is full y subscribed, Groundfloor will cont inue to administe r and service the Ioan as fur t her descr ibed in the Of fering Circul ar.• Th e const ruct ion of t he pro perty may be extensive , and t h er efore subje ct to delays and ot her un expect ed issu es.• The const ruct ion w ill r equire permitt ing, and permit s may not be obt ained on t ime or may b e denied. • There 'Nill be multiple loan s o n t hi s pro j ect, each r epresenting su b sequent draws. Theloan s w ill range from $75,890 t o $ 75,900. The Fin ancial Ove rv iew box r epres nt s t he aggregat e amount of alI loans to be secu r ed by t his propn ty, giving a mm plete fin ancial picture of t he project• There· s no existi ng st ruct ur e on this pro pert y, or ift here is, it w ill be demolished, and a new str ucture built in it s p l ace.• T h e event of default on one Groundfl oor not e secl 1r ed by this pro p erty wilI t r igg er defal 1l t on al I Ground floo r not es secured by t hi s pro p erty. All LRO holders invest ing in LRO s corr esponding to not essecur ed by t his property sti ar t: t he same priority in any recovery and recove red proceeds wi l l be dist r i bu t ed on a pro-rata basis. • Thi s lm n r epr esents. t h e1irst d r aw fo r t t,e const ru ct i on pro ject and is secur ed by an individual note.• Each dr aw on t his proj ect is st ru ct ur ed as an individual loa n. We wi ll f un cl each draw fr om our own capital o r cr edi t fac11i t i es as and when request ed by the Bor rower; prov ided co nd it i ons fo r each dr aw a re met as d escrib ed in our Off ering Circu lar. Once a d raw has been approved and f u nd ed, we will t tien sell t he corr esponding series of LROs on ou r plat for m, eact, of which will be due 12 mont hs f rom the time su ch ser ies of LRO i s d eemed issued, as descr ibed in our Off ering Circular. Sub seql1ent draws ar e expect ed tu be re quested every t wo mont hs fr o m the dat e we advanc ed t he fir st draw. but may be r equested sooner. or lat er. depen ding on t he progr essof con str uction.• The Borro wer hasnot completed or sold any pro ject s i n the past year. As such , t he Borrower 's average r evenue, cast s, an d margin s cannot be calculat ed.• PleaseconsuIt t he Off ering Circular for fu rt her discussio n of generaI r i sk facto rs.CLOSING CONDITIONS• Loan is c ondit ionedupon a clean t it l e sear ch and v alid t it le insur ance at t he t ime of close.DEVELOPER FEES• GROUN D FLOO R gen erally charges borrowers bet w een 2% and 6% of t heprincipal amount of t he loan fo r o ur services.• GROUN D FLOO R does not t ake a ' sp r ead' o n any par t o f t h e in te r est pa1-ment s. • D evelopers may capitalize the cost of closing into the principa l am ount of their request. T h ese closing cost s typica ll y range from $500 to $1500 . • Unlessot herw ise limit ed by app licable law, GRO U N D FLOOR w ill ch ar ge a penalt y of 2% fo r any extension made to t he bor row er. See GROUNDFLO OR 'Fees and Expenses ' in t t,e Offeri ng Ci rc ula rSEC FILING INFORMAT ION• T t, e seri esof LRO s correspondi ng t o t his Project .ar e offered pur su.an t t o Post Qualifi cat ion A mendment No. 81 to the O ffe ring Cir cular d at ed December 2 9 , 20 1 7 (each, as amended .and suppl ement ed from timet o time), includin g the documents i ncorporat ed by reference therein. You may accessand review thesedocument s on t he Intern al Filings Di r ecto located on our Platf o r m.BORROWER SUMMARY UNLESS NOTED W ITH A * , INFORMATION BELOW IS SUPPLIED BY THEB O RROW ER AN D 15 NOT VE RI FIED. BO RROW ERSREPRESEN T AND WARRANT THAT INFORMATION SUPPLI EDl S ACCURATEFIRS T HOMES LLC FINA NCIAL DATA Reporting date: 03/31/21PROJECTS/ REV ENU E Reporting period: 2020DATE OF FORM ATI O N*04/2 4/20 20Total Debt ('DUnsold Inv ent ory (!)Aged Invent ory ('DGross Mar g in % © 0.0%PRINCIPAL N eil Sutt o nG ROUNDFLO OR HI STO RY *HISTO RI CA L AV ERAGES Reporting period:thre,e years ending 2020FOCUSSingle FamilyLoan s Funded (?)Loa ns: Repai d @ 11Completed Projeels Per Year (?)Aver age Pro ject 11Revenue @3On Time Repaymen t ©° 3 Av erage Pro ject Time ©$1 5 0 KAver ag e Total Pro ject Costs ©I 0 . 0 %- -1 _5 _m _on t__ lls - I I $40KTHE COMPAl>IYPLAYEDNOROLE IN TI-,E PREPARATION OF ANYOFTI-,E VALUATIONSOURCES ORANYOTI-,ER MATERIALS PROVIDED BYTI-,E BORROWER. WHILE WE BELIEVETI-,E DATA CONTAINED THEREIN IS HELPFUL WE DONOT USE IT AS THE SOLE BASISFORA FUNDING DECISION.

 PS-1134 

 

 

PROJECT SUMMARY I 626 MOUNTAIN PL 112, ALBEMARLE , NC 28001- BORROWERRateProjected Term Loan To ARV Loan Amount ln\Je s.tor sF ir st Homes LLCPu r poseNewLoan PositionTotal Loan Amount Re paym-er1t Terms - - - - - - - - - - - - - - - - Bal lo on payment - pri nc i pal and inte re stN eil Sut ton - princi palCons t r uc t io n- - -F- _ir s_t_ L_ei nI I $75,900re t u rned on re payme nt / d ue a t mat ur ity.I N V E ST NOWClick here to view the LRO A gr eementFlNANCIAL OVERV IEW After Re pair V alue (ARV) (!)$218,000llRAOE FACTORSThe following factors determine in part how the loan was graded: (in descending orde r of importance)Total Project Costs (!) $176,790Lo.an To A RV Sco re {!)Q ua lit y o f Val uat io n Rep,ortSkin-i n-t h e -Ga me ©LocationBor rowe r Expe rim ceBorr ow er Com mit ment ©104 111.J 10 851$25,0000% Sk in - in-t rle­ Game (!)First Li en LoanVALUATION REPORTS As C om plet e (ARVI$218,0 00Broker's Pric e O p inio nPurchase Price ©Purchase Date$9,000 Loan To ARV (!) 6 9.6%04 /1 5/ 2021 Loan To To tal Project CostBor ro w er Pro vided AppraisalBor row er Provided CompsPROPERTY DESCRIPTIONVi.!w larger rn ::ipAddress: 626 MOUNTAIN PL # 2, ALBEMARLE, NC 28001lm olT he Borrower int ends to u se the lo an proceeds to complete a new constr u ct io n. U pon complet ion, the Borrower intend s to selI th8' p ro p ert y to repaythe Graundfloor loan.I NVE ST NOWClick here tovie.w the LRO AgreementPROPERTY PHOTOS-., .-=..-.-.. y,,., --- - - --_"".-,. ..,--,. -- --,.-. --- ...,.-., -_ -,. ._.-.,-_, -_. .....,-,,,......-..-- - -,..-.....-..-...MISCELLANEOUS PROJECT SPECIFI C RISK FACTORS• T h e Bor ro we r was advanced the money it needs to begi n const ructi on of t his pro per t y on April 15, 2021by Groun dfl oor Fin an ce Inc . ("Grmmd flo ort ''w eH, " u s,"or "our / o r a who l ly -ow ned subsidiary of Groundfl oar. The Bor rowe r has beg u n const ru ction of the property. If th is offering is fully subsc rib ed, Groundfla or will cont inue to administ er .and serv ice the lo.an as further descr ibed in the Of feri ng Circul ar.• Th e const ruction of t he pro pert y may be ext ensiv e, and therefore sl1b j ect to dE-l ays and ot her unexpected iss u es.• The const ruction will require per mitt ing, and permit s may not be obt ained on time or may be denied.• Th ere wi ll be multiple loan s on t h is pro ject, each r epr esenting sub sequ ent draws. The loans w il l r ang e from $75,890 to $75,900 . The Financia l Overview box represents the aggregate amount of al l loans to be secur ed by t his property, giving a complete fi nan cial picture of the pro ject.• Ther e is no existi ng st ru cture on t his p r opert y, or if there is, it will be demoli shed, and a new structure buil t in its place.• The event of default an one Groundfloor not e secured by this pro p ert y wil I t rigger default on al I Groundfloor not es secured by thi s pr opert y. All LRO hol de rs i nvest ing in LROs correspo nding to notes secure d by this pro p ert y sh are the same pr ior ity in any recovery and recover ed proceed s w i ll be di st r ibu t ed on a pra-rata basis.• This l oan r epr esent s t he second draw fo r t he construct io n project and is secured by an individual no t e.• Each draw on t his project is st ru ct u red as an ind ividual loan . We will f und each draw from our own capital or credi t facilit ies as and when r equest ed by t he Bor row er, pro v ided con dit i ons fo r each dr aw are met as d escribed in our Off ering Circular. Once a draw has b een approved and funded, we will then sell the cor r esponding series of LROs on our platform, each of which will be due 12 months from the time su ch series of LRO i s deemed issued,as d escribed in our Off er ing Circular. Subseq uent draws are expected to be requested every two mont hs f ro m the dat e we advanced the fi rst draw, but may be requested sooner, or late r, depending on t he progress of constru ct i on.• The Borro wer has not completed or sold any pro jects i n the past year. As su ch , t he Bor rower's average reven ue, cost s, and margin s cannot be calculat ed.• Please consuIt t he Off er fng Circular for fu rt her discu ssio n of generaI r i sk fa ct ors.CLOSING CONDITIONS• Loan is condit ioned upon a clean t i t le search and v alid title insur anc e at the timeof cl ose.DEVELOPER FEES• GROUN D FLOOR gener ally cha rges Oorrowers between 2% and 6% of the pr incipal amount of the loan for ou r services.• GROUN D FLOOR does no t t ake a ' spread ' o n any par t of t h e inter est payment s.• Developers may cap italize the cost of closing int o the pr incipal amo un t of t hei r request. Th ese closin g costs typical ly range from $500 to $1500.• Unless ot herw ise limited by app li cable law , GROUNDFLOOR wi ll cha r ge a pena lt y of 2% for any extension made to the bor ro w er. See GROU N D FLOO R 'Feesand Exp enses' in the Offering Circu)arSEC FILING INFORMATION• T h e series of LRO s cor responding to t his Pro ject are off ered pursuant to Post Qualifi catio n Amendment No. 81 to the O ff ering Ci rcular dated December 29, 2017 (each, as amended anO supplemented from time to t ime), including the documents i nco r po r at ed by r eference t her ein. You may access and r eview these docum en ts on the Intern al Filings Directory located on our Platf o r m.BORROWER SUMMARY U N _ESS NO T ED WITH A * ' IN F O RMA TIO N B ELDW ISSUPPLIED BY THE B ORROW ER A ND IS N OT VER I FIED BORROW ERS REPRESENT AN D W ARRANT TI--IAT INFO RMA T IO N SUPPLIED IS ACCURATE.FIRS T HOMES LLC FI NAN CIAL DATA Reporting date: 03/31/21PROJECTS / REVENUE Reporting period: 2020DATE OF FORM AT ION *04/2 4 / 2 020Va lue of Proper t ies Ci)U nsold Inv ent or y (!)Tot al Debt (!)Aged Invent ory ©Completed Project s (i) Reve nue Ci)Gross M ar gin o/6 © 0.0%PRINCIPAL N e il Sutt o nGROUNDFLOD R H ISTORY *HISTORICALAVERAGES Reportingperiod: three years. ending 2020FOCUSSin gl e Famil yLoans Funeed (?J Loa ns Repa id (?.)Comp let ed Projects PerYear CDAverage Project Revenue @I 3 11 ° 11 3 11 $ 1 50 KO n T ime Rep aym ent ©I 0.0%Aver.age Project Average Tot al Time © Pro ject Costs ©I _1s_ m o_n_t _hs I I $40KTHE COMPAr-lYPLAYED NO ROLE IN lliE PREPARATION OF ANYOFlliEVALUATION SOURCESORANYOlliERMATERIALSPROVIDED BYlliE BORROWER. WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION.

 PS-1135 

 

 

Rat ePr oject ed Ierm Loan lo ARVLoan Am ou nt In vestorsBORROWERPu rposeLo zin Pos i t ion I I Tot al LoJ.n Amount Repciy men t Ter mMarc Trimboli - pr in cipalRenovat ion_ _ retu rne d on re payme nt / due at mat urit y.INVEST N OWClick here to viev, the LRO AgreeeieotFINANCIAL OVERVIEW Aft er Repair Val ue (ARV) (!)S14 5,oooGRADE FACTORSThe following factors rletermin:e in part how the lo;:m was graded: (in descending order of importance)Tota l Proje ct Cost © $108,7'.iOLoan To ARV Score © 10 Q ua l ity of Val uat i on R po rt 4 Ski n-in -t he-Gam e © 10 Locat io n 8 Borrower Experience Bo rrower Corn mit me r t © 10"/4Skir1-i r1 -l he:::­ (;ame ©Fi, sl Lien Ludr1 Cushio n (!)VALUAT10N REPORTS As Complete (ARV)$145,000Cert ified Indepen dent AppraisalBrol"lc r 's Pr ice O p in i onPurchase Price (?)$70,780 Loan To ARV © 57,6 %Bor rower Pro vided Appr aisa lPurchase Date03/30/2021 Loan To Tot al Pr oje ct Cost76.3 oGa r ro wer Provid ed Co m psPROPERTY DESCRIPTION '1h.,. 1, View larger rnai::... '"'" '"Ad dr ess: 1 01WEST 13TH ST REET , JACKSO N VIL LE, FL 322091h SI i i """1404 W 13th St, • Jacksonvil le, FL 32209n -.e Bon-ower int ends to u se the lo an proceed s to pu 1· chase an d r· en ov ate the proper ty_ Upon comple ti on, the Bor rower int e nd s to se l l the pr o p er ty to re pay t he Groundfloor loan..•. W 11t h !l tI N VE ST NOWIM ⁵¹ C l ick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • T h e B o rr ow er w as advan ce d the money it needed to purch ase t his pr o pe rt y on M ar ch 30, 2021 b·, G r o u n d fl ao r Financ e Inc. ("Gr aundfl oor," " we," "us; ' or "o u r )J) or a w holly-ow ned sub sid i ary of Gr oundfl oor. The Borrov, er is now in posses sio n o f the pr oper ty. If this o ff er ing is fully su bsc r i bed, Gr oundfl oor v,,ill continue to adm inist er and ser vice the loan as fur ther descr ibed in t he Offer ing Ci rcular.• Th e renovatio n of the property may be ext en siv e, and t herefor e subject to del ays and other unexp ect ed issues.• The r e rio va l iu ri w f l l req u r r e pe r mi l l i ng , arid µe r mi l s m a •t n ul be o bl ai r1f:'d u n Li me o r rna y be de n i e d .• T h e Bor r ow er has not completed or sold any projects in the past year. As such, t he Borr ow er ' s ave rage revenue,cost s, and mar gin s c,,nnot be calculated.• Th t:: Pririci p.aI has ri o t y t: L com plel e J or o l J l'.ln y p 1ujEcls. As such, Lh e Pr i r1ci µ al's a v t::r i::lij E r t::"V t:!'r 1u 1::: _ cos l s, .':In d rm :11 g i n s c arm u t bt:: u :1lcu l.1'.!l ed .• Plec1se co nsulc the O ff e r ing Circu lar for fu r t her discu ssion of ge neral r i sk f act or s.CLOSING CONOITIONS• Loan is conditio ned upon a clean ti tl e search and va lid t i t le insur an ce at the time of close..DEVELOPER FEES• GROU N D FLOOR gener ally charges bo rr owers between 2% and 6% of the pri ncipal am oun t of the l oan f or our services.• GROU N D FLOO R doe s not take a 'spread ' o n an v par t of the inter est payments.• Developers may capitalize the cost of closing into the principal amount of their request. These closi ng costs typic al ly range from $500 to $1500.• Unless ot her wise lim ited by applicab le law, GRO U ND FLOOR w il l char ge a penal t y of 2% for any ext ensi o n m ade to the bor rower. See GROU NDFLOO R 'Fees an d Expenses' in the O ffering CircularSEC FILING INFORMATION• T h e se riesof LRO s corr esponding to this Pr oject are off ered pursuant to Post Qual i fica t ion Amendment No. 81 to the Offering Cir cu la r dated December 29, 2017 (each, as arn ende-d an d supple mented fr om time to tirne), includ ing t he docurnencs in corporate d by reference tll e1· ein. You may access and neview these docun1ents on the I nt er n.al F i li ng s D ir ect ory locat ed on our Plat fo r m.BORROWER SUMMARY UN LESSNDT ED WITH A* ,INFORMATION BELOW ISSUP PLIEDBYTH E BO RROWER ANDIS NOT VERIFIED. BORROWERS REPRESENT AND WARRANT THAT I NFORMATIO N SUPPLIED I S ACCURATE.MTA PROPERTY SOLUTI ONS , LLC FINANCIAL D. TA Reporting date: 03/31/21PRO JECTS/ REVE NUE Reporting period: 2020DATE OF FORMATION *09/10/2018Valu e of P r o p E:: r l ie s © T o l a l D e bl © Co rn ple l ed Pro je c l s © Re ve nue ©Unso ld Invent ory CZ>Aged In ventory (!) Gros,s vtargin % 0 0,0%PRI NCIPAL M ar c TrimboliGROUNDFLOO R HISTORY*H ISTORICAL AVERAGES Reporting period: three years ending 2020FOCUSSin gle FamilyLoans Fu nded © L o ans Repaid (z)Co mple t e d Projec t s Pe1· Ye ar @Ave rage Proje ct Re ve nue (!)1 11 011 °11 $ O011 Ti m Repaymen t ©I 0 .0 %A ve r age Pr o jr;;<.: t A v e r cig e T o l aI Time ® Project C osts (!) I o_mon t hs 11 $ 0THE COMPANYPLA'<ED NO ROLE IN THE PREPARATIOtl OF ANY OF-HE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER WHILE WE BELIEVE THE DATA CONTAINED THERE N IS HELPFLL VV"E DO NOT USE IT AS THE SOLE BASIS FOR A FUNDING DECISION.

 PS-1136 

 

 

Rate Projected Term Loan foARV Loan Amount ln1,1esto rsPur pos-eLoan Posit io nIITotal Loan Amount Re paymen t TermsBORROWERRe nova tio n. ret urne d on re payme nt / d ue at mat u rity.Pe ac hy Pelican s, L LC Gian in a Romit o - pr incipa lINVEST N OWClick here to view the LRO AgreementFlNANCIAL OVERVIEW After Repair Value (ARV} @ $130,000GRADE FACTORSThe fo l l ow ing factors determine in part how the loan was graded: (in descending order of importanc,eJLoan To ARV Score @ 10Tot al Proje c t Costs {!) $88,500Qua Hty of Va l uat io n Report 4 Skin-f n-the -Ga me © 0 10 Lo-cat ion 8 Borrower Exper i-enc e 5 Bo rro we r Com mit me nt © 10% Skin- in-t he ­ Ga me @F i r st Li en Loan Cush ion (!)VALUATION REPORTS As Com pl et e (ARV)$130,0 00B ro ker 's Price OpinionPurchase Price ©$7 5,8 40 Lo an l a ARV (i) 68.1%Borrower Pro vided AppraisalPurchase Dat-204 / 26/ 20 21 Loan To Total Pro ject Cast @100.0%B orr o w er Pro vided C om psPROPERTY DESCRIPTIONView Ic1rger rn::ip M IX ON TOWN Mo;toy er-k l!l ',,!j2523 Hiland St, • Jacksonville, FL 32204 •• J M.i p da-::a ©2{121 G.ooc:ile Terms of Ua-E- i:!oE-port;;, map err.orAddress: 252 3 H ILA N D ST REET, JAC K SO NV IL LE, FL 32204The Bo r rowe r i nt e n ds to l1s e the lo a n proceeds to purchase and renov at e the prope rt y. Upon com plet io n, t he Borrower intends to sell the property to repay the Groundfi oo r l oan .IN VEST NOWClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFI C RISK FACTORS• T he Bo rro we r was adva nce d t he money it ne ede d to pu rc hase t his property on April 26 . 2021 by Grou ndfloo r Fi na nce Inc. f 'Gro u nd fioo r,'' "we ," "us:· or "our" ) or a who lly -owned sub sid i ary of Gro undfl oo r. T he Bor row er is now in poss essio n of the property. If t his off ering is f u ll y subscri bed , Graundfloor will cont inue to administ er and service the loan as furt he r descr ibed in t he Off ering Circu l.ar. • The r enovat ion ofthe property may be ext ensiv e,and t her efore su bj ect to delays an d other unexpected issues.• T h e r enovat ion w ill r equir e permi tti ng, and permits may not be obtain ed on t ime or may be denied.• Please consuIt the Off er ing Circu lar for fu rt her discussion of genera I risk facto rs.CLOSING CONDITIONS• Loan is condit ioned upon a clean t it le search and valid ti t le insu rance at the t ime of close.DEVELOPER FEES• GROUN D FLOOR generally cha rges bo rro wers between 2% and 6% of t he pr incip al amount of the loan for ou r services.• GROUN D FLOOR does not take a ' spr ead' on any par t of the i nter est payment s. • D evelopers may cap italize the cost of closing int o the pr incipa l am ount of their r equest. T h ese closi ng cos ts typica ll y range fro m $500 to $1500.• Unless ot herw-ise limited by app li cable law, GROUNDFLOOR w ill char ge a penalt y of 2% for any extension made to t he bor rower. See GROUN D FLO O R 'Fees and Expen ses' in the Offering CircularSEC FILING INFORMATION• T h e seriesof LROs cor r esponding to t his Project are offe red pursuant to Post QuaIifl catio n Amendment No. 81 to the O ff ering Cir cul ar d at ed December 29, 2017 (each, as amended and supplemented from timeto time), includin g the doc um ent s i ncorpor at ed by reference t her ein. You may accessand review thesedocument s on the Intern al Filings Directo located on our Platform.BORROWER SUMMARY UNL ESS NOTED WITH A .. , INFORMATION EELDW IS SUPPLIED BY THE BORROWER AND IS NOT VERIFIED BORROWERS REPRESENT AND W ARRANT TI--IA T INFO RMA T ION SUPPLIED IS ACCURA T E.PEAC HY PELICANS, LLC FINA N CIAL DATA Reporting date: 03/31/21PROJECTS/ REV EN U E Reporting period: 2020DATE OF FO RM AT ION *05 /19/ 2019Valu e of Pro perties (?)$300KUnsold Invent or y (!)Total Debt C!)Aged Invent ory ©C ompleted Pro jects (!) Revenue © $173KGross Mar gin % @27.0%PRINCIPAL Gianina RomitoGROUND FLO OR H ISTORY *HISTO RI CA L AV ERAGES Reporting period:three years ending 2020FOCUSSin gl e Famil yComplet ed Pro j ect s Loans Funded (?) Loans Repai d © Per Year (!)Averag e Pro ject Revenue ©I 3 11 ° 11 411 $ 1 5 7 KO n Ti me Rep ay m ent ©Average Project Averag e Total Ti me © Pro ject Costs ©I 0 . 0 %I s_m_o_n_t h_sI I $ 14 l KTHE C0MPA PLAYED NO ROLE IN THE PREPARATION OF ANYOF THE VALUATION SOURCES ORANYOTHER MATERIALS PROVIDeD BY THE BORROWER. WHILE WE BHIEVI:THE DATA CONTAINED THEREIN IS HELPFU WE DO NOT USE IT AS THESOLE BASIS FORA FUNDING DECISION.

 PS-1137 

 

 

RatePro ject ed Ter mLoan ToARV Loan Amount Invest o rsBORROWERPurposeLoan PositionII To ta l LmmAmount Rep,ayment Ter msSTALST, LLC Stacey St anfor d - pr incipalPu rchase_ _ F_ir_s _t _L ei nL$ , 96I NV EST N OW00 0r-' B-a-_ll_oo_n_p_a_y_m_e nt p_r_i n_c_i p_ a_l_a_n_d_i_n_te_rest re t u rned on re paymen t / d u e at mat u ri,tyClick here tovie:wthe LRO A gr eementFlNANCIAL OVERVIEW Af te r Repair Value (ARV) @ $ 129,000Tot al Pro ject Costs (!) $128 ,50 0GRADE FACTORSThe follow[ngfactors det ermi ne in p ar t how the loan was graded: (in desce nding orde r of impo rt ariceJQua !ity of Va l uat io n Rep ort 4 Sk in- in -t he -Game © 10 Lo-cat ion 8 13o r ro w er Exper-ience 5 Bo rro we r Com mit me nt © 10% Sk i n-in-t he­ Game ®Fir st Lien Loan Cus hion (!)VALUATION REPORTS As Complete (ARV)$129,0 00Certified Independent AppraisalBro ker 's Price O pinionPurchas€ Price ©$ 1 2 5 ,000 LoanToARV (!) 74,4%Borrower Provided Apprai sa lPurchas€Oat-=04/21/2021 Loan To Total Pro ject Cost ©74,0%B o rr o w er Pro v id ed CompsPROPERTY OESGRIPTIONView IEir q er m ::ip3190 Weter Brook Dr • SW, Conyers, GA 30094Add r ess: 31 90 WATER BROOK DRIVE, CONYERS, GA 30094T he Borrower intends to use the lo a n proceeds to pmchase and renovat e the prope rt y. Upon com plet ion, t he Borrower int e nds to se l l the pro pe rt y to re pay the Ground floo r loan.Good Wor k$""' Chri s1ian Ministri es Gougl• M«p dct a ©2.[)21 i erms of UaaE- ,r,pon a map err.orINVEST NOWClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFI C RISKFACTORS• T he Bo rro wer was adva nce d t he money it ne ede d to pur chase t his property on Apri l 21 . 2021 by Gro undfloo r Fi n.a nee Inc. ("Gro u n dfloo r,'' "we,'' "us,'' or " o ur' ') o r a who lly -owned subs id i ary of Gro undfl oo r. T he Borrower is now in poss essio n of the property. If t his off ering is f ull y subscr i bed, Groundfl oor will continue to administ er and service the loan as furt her desc r ibed in t he Off er ing Circular. • The r enovat i on of the proper ty may be ext ensiv e,and t her efore su b j ect to delays an d ot h er unexpected issu es.• T h e r enovat i on w ill req uir e permitting, and permits may not be ob tained on t ime or may be den ied.• The borrower has had late repayment s, but has repa i d all loa ns in full, with al l interes t and f ees d ue.• Please consuIt the Off er ing Circular for fu rt her discussion of g eneral risk facto rs.CLOSING CONDITIONS• Loan is condit ioned upon a clean t it l e search and valid t it le insu rance at the t ime of close.DEVELOPER FEES• GROUN D FLOOR generally cha rges bo rr ower s between 2% and 6% of theprincipal amount of the loan for ou r service s.• GROUN D FLOOR does not take a ' spr ead' on any part of the inte rest payments.• Developers may capitalize the cost of closing int o the pr incipa l am ount of their request. These closin g costs typica ll y range fro m $500 to $1500.• Unless ot hel"W'i se limit ed by app li cable law, GROUNDFLOO R w ill char ge a penalt y of 2% for any ext ensi on made to t he bor rower. See GROUN DFLO O R 'Fees and Expenses' in the Offering Ci rcu larSEC FILING INFORMATION• T h e seriesof LROs cor r esponding to t his Project are offe r ed pursuant to Post QuaIifl cat ion Amendment No. 81 to t he Off ering Cir cular dat ed December 29, 2017 (each, as amended and supplemented from t imeto t ime), i nclud ing t he document s i ncorpo r at ed by reference t herein. You may accessand review these documents on the Inter nal Filings Directory located on our Platf o r m.BORROWER SUMMARY UNLESS NOTED WITH A .. , INFORMATION EELDW IS SUPPLIED EY THE BORROWER AND IS NOT VERIFIED BORROWERS REPRESENT AND WARRANT TI-IAT INFO RMA TION S.UP PU ED IS ACCURATE_STALST, LLC FIN AN CIA L DATA Reporting date: 03/31/21PRO JECT S / REV EN U E Reporting pe rio d: 2020DATE O F FO RM AT ION *01 /0 1/2 0 1 6Valu e of Pro perties (?)Tota l Debt 0Com pleted Projects Q) Revenue © $199KGross Mar gin % © 49.0%PRINCIPAL St acey StanfordGRO UNDFLO O R H ISTO RY *HISTO RICA L AV ERAGES Reporting period:three year ending 2020FOC USFix & FHpLoa n s Funded ® I 2Loa ns Repaid ® 1Complet ed Pro jects Average Project Per Year (!) Revenue © I 1 11 $116KO n T i me Repay ment ®I 0,0%Average Pro ject Average Total Time ® Project Cost s ®I 12 mont hs $ 47 ,SKTHE COMPAt>l'f PLAYED NO ROLE IN THE PREPARATION OF ANYOF THE VALUATION SOURCES ORANYOTHER MATERIALS PROVIDED BYTI-,E BORROWER WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL, WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECI SIO,N

 PS-1138 

 

 

Ra tePurposeProjected Ter mLo n Posit ionLoan To ARVLoan Amount l rwest orsTot;::il I o;in Am0Lmt Re pJym ent Term - - - - - - - - - - - - - - - -BORRO WERPu rchase & RenovationFirst Lien$98,500Balloon payment - pr inci pal and interest r etur ned on repayment / due at matur ity.Excel lent Homes and Investments LLC Hershel Dunn -principalINVEST NOWClick here to view the LRO AgreementANANCIA'L OVERV IEW After Repair Value (ARV) ©$150,000GRADE FACTORSThe following factors determine in part how the loan was gr aded : (in descertding order of importanc:e:lTotal Project Costs © $109,50 0Loan To ARV Scor e (!) 10 Qua l ity of Val uat io n Report 4 Skin- in- t he-Game (!) 10 Location 0 Bo rrower Experience 5 Borrower Commit ment (i) 10% - - - -Skin-in -t he ­ GamP. ©First Lien Loan Cus.h i o n (j)VALUATION REPORTS As Co mplet e (ARV)$150,000j l:!>ro k e , ' s Pr ice Opini onPurchase Price ©$66,000 Loa.nToAF<V © 65.7%Borrower Pr ov ided AppraisalPurc hase Date04/09/2021 Lo.m To Totil l Project Cost89.6%Bo r r ow er Provided CompsPROPERTY DESCRIPTIONView larger map ".. S duclsl LIi •20 529 Melrose St, South field, Ml 48075Address: 20529 MELROSE STREET, SOU TH FIELD, Ml 48075The Borrower intends to use the loan proceeds to pur chase artd r enovat e the proper ty. Upon co mpletion, the Borrower intends to sel l the property to repay the Groundfioor loan.wn,l1ndDi'Go gl1;1 w,e,i,10,,..- " Yil■ - ., ""·· . M p dat3 itr2021 THms o-f Use!INVEST NOWClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFIC RISK FAC TORS• T he Bor rower was adv cin ccd the money it needed to purch s.c t his p rope r ty on April 9, 2021 by Groundfloor Fin.J ncc Inc. ("Ground floor," " we," "us.... or " our") or wholly-owned subsidiary of Gro und fioor. The Borrower is now in possession of the pr op erty. If this offer i ng is fully subscribed, Gr oundfi oor will cont inue to admini st er and service the l oan as further descr ibed in t he Offering Circular.• The renovat ion of the property may be extensive. and there fore subject to de lays and other unexpected issues.• The renovat ion w i ll r equir e per mit ting, and permits may not be obtained on t ime or may be denied.• The borrower has had late repayment s. but has repaid all loans in full, w it h all int er est and fees due.• The Bor rower 's 2020 revenue was derived from rental prop ert ies because the Bor r ow er's primary f oc us in 2020 1vas buy and hold. The Number of Complet ed Pr ojects reflects the number of rental uni ts ow ned. The Gr oss. Margin reflects the earninss af ter the exp enses of the re nt al business, such .as mor tgage int erest, property taxes , and maintenance, have b een deducted from gross revenue.• Please consult the Offering Circular for fur t her discussi on of gener al risk f acto ,r sCLOSING CONDITI ONS• Loan Is con dit io ned upon a clean tit le search and valid t i t le insurance at t he time of close.DEVELO PER FEES• GROU ND FLOOR generally charges borrowers between 2% and 6% of the pr incipa l amount of the loan for our serv ices.• GROU ND FLOOR does not tak e a 'sp r ead' on any part of the interest payments.• Developers may capitalize the cost of closing into theprincip al amount of their request. These closing costs typically range from $500 to $1500. • Unless ot herwi se limited by applic able law, GROUNDFLOOR will char ge a pena lt y of 2% for any extensio n made to the b or r ow er. See GROUNDFLOOR 'Feesand Expe nses' in the Offering Circu larSEC FI LING INFORMATI ON• The series of LROs correspon ding to this Project are of fered pursuan t to Post Qualification Amendment No. 81 to the Offering Circu lar dated December 29, 2017 (each, as amended and su p plem en ted from time to time), including the documents incor por at ed by reference therein. You may access and review these document s on t he Internal Fil ings D ir ectory located on our Platfor m.BORROWER SUMMARY UNLESS NOTED WITH A * , INFORM ATION BELOW lS SUPPLIED BY THE BO RROW ER AN D IS NOT VERIFI ED. BORROWERS REPRESENT At-JD W ARRANT THAT I NFO RM AT ION SUPP LIED 15 ACCURATE.EXC ELLENT HOMES AND INVESTM ENTS LLC DATF OF FORM ATION *06/05/2019I PRINCIPALFINA NCIAi OATA Reporting date: 03131/21V lue of Pro pe rt ies (!) $400K U n sold ln vcn l ory (!)Total Debt @$150K Aged l nvcntcn y @PRO JFCTS/ RFVFNll F Report·ng period: 2020Complet ed Projects \2) Revenue © $65K Gr oss M t.1rgi 11 % (!)88.0%rocusHershel DunnGROUND FLOOR HIST ORY *HISTORICAL AVERAGES Reµrn lir1g pe 1iud: lhree yt!ar.s e11Ui11 2020Co mpleted Projects Aver a3e Pr ojectFix & Flip Loans Funded ©Loans Re paid ©Per Year © Revenue ©I $ 1 40 KOn T i me Repayment ©Average Pro ject Average Tota l Time © Project Costs ©I 0.0%I 6_m_o11_th,I I $100KTHE COMPANY PLAYED NO ROLE IN HIE PREPARATION OF ANY or THE VALUATION SOURCESORANYOTf lER MATERIALS P'ROVIDED B Y T H C BORROWER. WHILE WE BELIEVE l[ DATA CONTAINED THEREIN IS HELPFUL, WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION.

 PS-1139 

 

 

RatePro ject ed Term Loan ToARVLo an A mount l nve s.t or sPurposeLo8n Pos it io n I To ta l L o a n A mo u n t Rep aymen t Ter msBORROWERGA G ROW TH 18 13924 31 58Pu rcha se & Re nova tio n_ _ F_ir_s _t L_ei_ n . . L,1 0 81 9 0c--B-'_a_ll _oon-_p_ay_m_e_nt --_-p_r_i n_c i p_al_a_n_d_i_n_t e r-e st re t u r ned on re payme nt / d ue at mat u rity .Jackso n St LLC Barry Smith - principalI N V EST NOWCl ick here to view the LRO AgreementFlNANCIAL OVERVIEW Aft e r Re pai r Value (ARV) @ $ 264,000Tot al Project Cos ts {!) $ 201 ,1 90GRADE FACTORSThe following factors determirie in part how the loan was graded: (in des.cending order of import an ce) Loan To ARV Sc.or e © 10 Qualit yof Val ua t io n Report 4 Skin-i n-t he-Ga me © 10 Locat ion 8 Bor rower Experience 5 Borrower Commitm ent @ 10% ----Ski n- i n-t he ­ Ga m-e @Fir st Li en Loan Cu s:hion (!)VALUATION REPORTS As C o m p l e t e ( A R V )$ 264,0 00Br oker's Price O pini onPurchase Price ©$1 70 ,000 Loan To ARV {'!) 41.0%Borrow er Provided AppraisalPurchase Dat e04/ 27/ 2021 Loan To To tal Pro ject Cost ©52.6%Bor rower Pro v i d ed CompsPROPERTY DESCRIPTION ·-3158 J ac kso n St,B.lrc h SIA d d r ess : 3158 JACKSON ST, HAPEVILLE, GA 30354The Borr ower int ends t o use the loan proceeds to renovat e the pro perty. Upon completi on, the Borro w er• H apevill e, GA 30354 WOOOrowA.,..int ends t o sell t he propert y to repay t he Ground fl oo r loan.Walriut 5-tDor.sgy RdINVE ST NO WNorlh A,vgMil p d'ata ©2:02:1 T rms of U11e Report il m ap rr'llrClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFI C RISK FACTORS• T tl e Bo r ro w er was advance d ttle money it needed t o begin renovat i on of t his propert y on Ap ril 27, 2021 by Groundfi oo r Finan ce Inc. ("Groundtl oort " we, "us, or "our"} o r a wholly-ow ned subsidiary of Gro undfl oor. The Bor ro w er h.as n o w b egun renovat ion of t he pro perty. If t hi s off ering is fully sub sc ribed, Groundfl oor will cont inue to administe r and service t he loa n as fur t her descr i 0ed in the Of fering Circul ar. • T tl e r enovat ion of the property may be extensive, and t herefore su bj ect to dela ys an d ot her unexpected issues.• T tl e r enovat ion w ill r equir e permit ti ng, and p ermit s may not be obtain ed on t ime or may be denied.• Ttl e Bo r ro w er hasnot completed or sold any pro ject s i n t he past year. As such, t he Bor rower's average reve nue, cost s, an d margins cannot be calculat ed.• Please consuIt t he Off ering Circular for fu rt her discussio n o f generaI r i sk fac to rs.CLOSINGCONDITIONS• Loan is condit ioned upon a clean t it le sear ch and v alid t it leinsu ranc e at t he t ime of cl ose.DEVELOPER FEES• GROU N D FLOO R generally charges bo rrowers bet w een 2% and 6% of t he pr incip al amount of t he loan for o ur services.• GROU N D FLOO R doe s not t ake a ' spr ead' o n any par t of t h e interest payment s.• D eveloper s may capitalize the cost of closing into the principal amount of their r equest . Th es e closing cost s typicall y range from $500 to $1500.• Unlessotherw ise limited by app li cable law, GROUNDFLOOR w ill cti ar ge a penalt y of 2% for any extension made to the bor rower. See GROU N D FLOO R 'Feesand Expenses' in t h e Off ering Ci rcu larSEC FILING INFORMATION• T tl e series of LRO s corr espondi ng to t his Project are off ered pursuan t to Post Qualifi catio n Amendment No. 81 to the Off ering Circular d at ed December 29, 2017 (eacti, as amended and supplement ed fr om time to t ime), including t tle document s i nco rpor at ed by reference therein. You may access and r eview t tlesedocument s on t he Internal Filings Di r ectory located on our Platf o r m.BORROWER SUMMARY U NL ESS NOTED WITH A. ' IN FO RMATION BELDW IS SUPPLIED BY THEBORROWERAND IS NOT VERIFIED. BO RROW ERS REPRESENT AN D W AR RA N T THAT INFORMA TIO N S.UPPUED IS ACCU RATE.GA GROWTH 1813924 3158 JA CKSON ST LLC D A TE O F FO RMA TIO N *10 /2 6 / 2 0 20A PRINCIPALFI NA N CIAL DATA Reporting dat e: 03/31/21Unsold Inv entor y0To t a l Debt ('!)A ge d I nvent ory ©PROJECTS / REVENUE Reporting period: 2020Gross Margin % © 0.0%F OCUSFix & FlipComp let ed Proj ect s Loan s Funded (!) Loans Repaid (?.) Pe r Year ('!)Average Project Revenue ©1 1 11 ° 1111 $3 2 0 KOn Time Rep ay m ent ('!)I 0 .0 %A v erage Project Averag e Tot al Time © Pro ject Cost s © l _ 12_m_on_th_s_ I I $200KTHE COMPANY PLAYED NO ROLE IN™E PREPARATION OF ANYOF THE VALUATION SOURCESORANYOTHERMATERIALSPROVIDED BY™E BORROWER. WHILE WE BELIEVE THE 0ATA CONTAINE0 THEREIN IS HELPFUL WE DO NOT USE IT A5 THE SOLE BASIS FORA FUNDING DECISION.

 PS-1140 

 

 

Rat eProject ed Ter m Loan ToARVLo an A mount lnve s.torsPur poseLo8n Pos it io n I Tota l Loan A mo unt Re paymeri t TermsRe fi nance -_F_ir_s_t _ L_ei n $l l , 3 550 r--B'_a_l l_oo_n_p_a_y_m_e nt p_r_i n_c_i p_a_l_an-_d i_n_t_e r-e st- BORROWEREstate CaRita l Part ner s LLC Brian J ones - principalRe hab L. . re t u rned on re payme nt / d ue at mat u rit y.I N V EST NOWClick hereto view the LRO A gr eementFINANCIAL OVERVIEW Afte r Re pai r Value (ARV) @ $190,000Tot al Pro je c.t Cost s (!) $143,550GRADE FACTORSThe following factors determine in part how the loan was graded: (in descending or der of imp or tan c::e J Lo an To ARV Sc.or e @ 10 Qua lit yof Val uatio n Report 4 Skin-in -t he -Ga me @ 10 Locat ion 8 Bor rower Ex perience 5 Borrower Com mit ment @ 10% Sk i11 - i n-t he­ Gam e {?)First Li en Loan Cushi on (i)VALUATION REPORTS As C om plete [ARV)$190 ,0 00GMmtdhtffij l9:IQfP19•1@-1 B roker 's Price O pini onPurchase Price (!)$35,0 00 LoanTo ARV {?) 59 .8 %Bor row er Provided AppraisalPurchase Date01 / 1 5/ 20 21 Loan To Tota l Pro je ct Cost ©78.4%Bor row er Pro v id ed Co m psPROPERTY DESCRIPTIONView larger map oa11.a1 -s,'Ki,P St 518Ottawa St, • Leavenworth, KS 66048 " Bailey's ltish Pub' \Add ress: 518 OTTAWA ST, LEAV ENW ORTH, K S 66048The Bor rower int ends ta u se the loan proceeds ta renovat e the pro perty.Upon completion, the Bo rr ower int ends to sell t he propert y ta repay th e Gro und fl oo r loan.I N VE ST NO WoG o g ,le's.!-l1,111,,i , St• ,,...Map cfat .;i ©2{)21 T rm i; of U e Report ii m .;ip rn :irClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFI C RISKFACTORS• T h e Bor ro wer was advanced the money it neede d to begin r enovati on of t his propert y on Ap ril 13, 2021 by Groundfl oor Fin an ce Inc. ("Graundfl oor, " we, "us, or our } o r a wholly-ow ned subsidiary of Gro undfl oor. The Bor row er has n o w b egun ren ovat i on of t he proper ty. If t h is offering is fully sub sc ribed, Ground fl oor will cont inue to administer and service the loa n as fur t her descr ibed in the Of fering Circul ar.• Th e r en ovat i on of the pro pert y may be ext ensiv e, and t her efor e subj ect to de lays an d ot her unexpected issues.• Th e r en ovat i on will r equir e per mit ting, and permit s may n ot be obtai n ed on t ime or may be d enied.• The Bor ro wer has not completed or sold any p ro jects i n the past year. As such , t he Bor rower's average revenue, cost s, an d margins cannot be calcul at ed.• The Principal has not yet completed or sold any pro jects. As such, the Princip al's average rev en ue, cost s, and mar gin s cann ot be calculated.• The Bor ro wer is using $0 of theloan proceeds to pay off an exist ing loan that w as u sed to acquire thepro pert y.Groundfi oor w il l assu me t he fi r st 11en posit io n. The r est of the loan pro ceeds will be put t owards t h e renov at i on of t he pro perty, much like an acquisit i on and renovat ion loan . • Please consuIt the Offering Circular fo r fu rt her discussio n o f g eneraI r i sk f act ors.CLOSING CONDITIONS• Loan is condit ionecl up o n a clean t it l e sear c h and v ali d t it le i nsur anc e at the time of close.OEVELOPfR FEES• GROU N D FLOO R generally cha rges borr owers bet w een 2% and 6% of the p r incip al amount of t he loan for ou r services.• GROU N D FLOO R do es not t ake a ' sp r ead' o n any par t of t h e interest payment s.• D evelopers may capitalize the cost of closi ng int o t he principa l amoun t of their request. T h ese closin g cost s typicall y range from $500 to $1500. • Unlessot herw ise limi ted by app li cable law, GROUNDFLOOR wi ll ch ar ge a pena lt y of 2% for any ext ension made to the bor rower. See GROU N D FLOO R 'Fees and Exp enses' in the Offering CircularSEC FILING INFORMATION• T h e seriesof LRO s cor r esponding to t his Project are of fered pursuant to Post Q ualifi cat io n Amendment No . 8 1 to t he Off ering Circular dat ed December 29, 2017 (each, as amended and supplement ed fr om t ime to t ime), including the document s i n corpo rat ed by r eference t her ein. You may access and review thesedocument s on the Intern al Filings Di r ectory located on o ur Platf o r m.BORROWER SUMMARY U NL ESS NOT ED WITH A * ' IN F ORMA T IO N B ELDW IS S.U P PLI ED BY THE BORROW ERAND IS NOT VERIFIED BORROW ERS REPRESENT AN D W ARRAN T TI--IAT INFO RMA T IO N SUPP LIED 15 ACCURATE.ESTATE CAPITAL PARTNERS LLC FI NAN CIAL DATA Reporting date: 03/31/21PRO JECTS / REVENUE Reporting period: 2020DATE O F FO RM ATIO N *12/1512020Valu e of Pro per t ies (i)U nsold Inv entor y (!)Tot al Debt {?)Age d Inv e n t ory {?)Com pleted Projects (i) Revenue (i)Gross Margin % © 0.0%PRINCIPAL Br i an JonesG R O U N D FLO OR H ISTO RY *HISTORICAL A V ERA G ES Reporting period: three years. ending 2020FOC USSin g l e Fam ilyLoan s Funded (!) Loans Repa i d (?) I 4 11 °Completed Proj ect s PerYear {?) 11 °Averag e Project Revenue ©$OO n T ime Rep aym ent {?)I 0.0%Average Project Averag e Total Ti me © Pro ject Costs ©I N/ A 11 $OTHE COMPA PLAYED NOROLE IN ™E PREPARATION OF ANYOF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDrn BY™E BORROWER. WHILE WE BELIEVE THE 0ATA CONTAINED THEREIN 15 HELPFUL, WE DO NOT USE IT ASTHESOLE BASIS FORA FUNDING DECISION.

 PS-1141 

 

 

RateProjected Ter m Loa n ToARVLm m A mount lrw es.tor sPurpmeL oa11 PositionI Tota l Lmm A mo unt Repayme11t Ter msBORROWERPurchase& ,_ F_ i_ _t L_ei n5 1 16 , 1 80 --B_ a_l_lo_o_n_p_a_y_m_e_nt_·_p-r-i n_-ci_p_al_a_n_ d_ _i __ere_TMC Fami It H olding, , LLC Alvin Young - princi palRenovat ion_ . . returnedon repaym ent/dueat m aturity.INVEST NOWClick here to view the LRO Agr eemen tFINANCIAL OVERVIEW After Repair Val ue (A RV ) © $ 155,000Tot al Project Costs {!) $11 6,180GRADE FACTORSThe fol lowing factors determine in part how the loan was graded: (in des.cending or der of imp or tance) Loa n To ARV Score @ 10 QuaHty of Valuat ion Report 4 Sk in -i n-t he -Game © 0 10 Locat ion 8 Borro wer Experience s BorrowerCom,m t ment © 10% Ski11 - in-t he­ Ga me ®Fir st Lien Loan C us hio n (i)VALUATION REPORTS As Complete (ARV)$155,000Certified Independent AppraisalB raker 's Price Opini onPurcha s.t: Price @$ 7 7 ,690 Loan ToARV {!) 75.0%Borro wer Provided AppraisalPurcha s.t: D.at e04 / 26 / 20 21 Loan To Total ProjectCost @100.0 %Bor row er Provi ded CompsPROPERTY DESCRIPTIONView larger maplj3 SlMa p ,:h, u ©2.021 1 T e , mi of Un Re port ;;. map = rAddr ess: 3241NORTH TULSA DRI V E, DELTONA, FL 32733The Borrow er int ends t a use the loan proceeds to purc hase and renovat e the pro per ty. Upon complet ion, the Borrower int ends to sell the property to rep ay t he Gro undfl oor loan.INVEST NOWClick here to view the LROAgreementMISCELLANEOUS PROJECT SPECIFIC RISK FACTORS• T h e Bor ro wer was adv anced t he money it needed ta pur chase this property on Apri l 26, 2021 by Gro undfl aar Finance Inc. {"Gro undfloo r;' " we;' "u s;· o r " our" ) or a w ho lly -owned subs id i ary o f Grmmdfl oor. The Bor rower is now in possession of the pro perty. If this off er ing is fully su bscri bed, Gro undfl oor will cont inue to administ er and service the loan as f urt her descr ib ed in t he Off ering Circu lar. • The renovat ion of the property may be exte nsiv e, and t herefor e su bj ect to delays an d ot her unexpect ed issu es.• Th e renovat ion wil l req uir e permi tti ng,and p er mit s may not be obtained on t ime or may be den ied.• The Borro wer has not comp leted or sold any projects in the past year. As suc h, the Bor rower's averag e revenue, cost s, an d m argin s cannot be calculat ed.• Please consuIt t he Offering Circu lar for furt her discuss io n o f generaI risk f act ors.CLOSING CON DITIONS• Loa n is condit i oned upon a clean t i t le search and va lid t it le i nsur anc e at the t ime of d ose.□EVELOP ER FEES • GRO U N D FLOO R generall y charges borrowers between 2% and 6% of the pr incipal amount of the loan for our services.• GRO U N D FLOO R does nott ake a ' spr ead' on any part of the in terest payment s. • D evelopers may capit alize the cost of clos ing into t he principal amount of their r equest . Th ese closing costs t ypicall y range from $500 to $1500. • Unless otherwise limited by ap p l ica b le l aw , G RO U N D FLO O R w i ll ch ar ge a penalty of 2% for any ext ensio n mad e to the borr ow er, See GROU N D FLO O R ' Fees and Exp enses' in the Offering Ci rcularSEC FILING INFORMATION• T h e series of LRO s corr espondi ng to t his Pro ject are offe red pursuant to Post Qualifi cat ion Amendment No. 81 t o t he Off ering C ir cular dat ed December 29, 2017 (each, as amen ded and supp lement ed from time to t ime),includ ing til e docum ent s i ncor porat ed by r ef erence t her ein. You may access and r eview thesedocument s on t he Int ern al Filings Di r ectory located on our Platf o rm .BORROWER SUMMARY U NL ESSN OTEDW ITH A * , INFORMATION BELDW ISSUPPLIED BYTHEBORROWERAND IS NOT VERIFIED. BO RROW ERS REPRESEITT AND W ARRAN T THAT INFORMA T IO N SUPPU ED 1S ACC U RATE_TMC FAMILY HOLDINGS , LLC FI NANCIAL DATA Reporting date: 03/31/21PROJEC TS I REVENUE Reporting p,eriod: 2020DATE OF FORM ATI O N♦03 / 14/2 0 1 6Val ue of Proper t ies (?)Tot al D ebt ('!)Complet ed Pro jects (!) Revenue Ci)PRINCIPAL Alvin YoungUnsold I nvento ry (?)GROUND FLOOR HISTORY♦Aged I nventory ®Gross M arg in % © 0.0%HISTORICA L AVERAGES Reporting period: three years ending 2020FOCUSS[ngle FamilyLoan s Fu nded (!) Lo.ans Repa id ®Complet ed Proj ect s Per Ye.ar ©Average Proj ect Revenue @I 1 9_ On T i meII 84 11Average Project11 $ 1 4 8 KAverage TotalRepaym ent ®T ime ®Project Costs ®I 100 .0 %- -4m_o_n_t h_s I I $51.SKTHE COMPANY PLAYED NO ROLE IN TJ.IE PREPARATION OF ANY OF TJ.IE VALUATION SOURCES OR ANY OTJ.IER MAlERIALS PROVIDED BYTJ.IE BORROWER. WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL,WE DONOT USE IT AS THE SOLE BASISFORA FUt>IDING DECISION.

 PS-1142 

 

 

R.ate Pr oje cted lerm Loan l o ARV Loan Amount InvestorsPurpose Pu rc hase &Lo;in Positi n11Total I 0,1n Amount:Repay ment Terms Balloo n payment - pri nci pa l and int erestBORROWERRe nova t io n- -_ F irs_ t L_ei _n_ I I $118,000 Ireturned on re payme nt / due at mat u rit y.Bold Investment s, LLC Kelsey Dempsey- principal INVEST NOWClick here to v· ew the LRO AgreementFINANCIAL OVERV IEW After Repair V.alue (ARV) ©$180,00 0GRADE FACTORSThe following factors determine in part haw the Joan was graded: (in descending order of importance)Total Pro ject Costs © $1 35,750Loan To ARV Sco re (!) 10 Qu.=ility of Valu,ition Repor t 4 Ski n-in-t he-G me (D 10 Locat ion 8 Borrower Experience 5 Borrower Commitment (!') 10 % - - - -Skin-in-the­ Game (!)first Lie n Loan Cus hio n (!)VALUAT10N REPORTS As Complete (ARV)$ 18 0,000Certified Independ ent Appraisal ] Br oker 's Price Opini onPun:has:e Price © $106,710 Loan To.ARV© 65.6%Borrowe1· Provided Appraisal04/02/2021 Loan To Total Project Cost (i)86.6%B or r o w er Provided CompsPROPER TY DESCRIPTIONView l arger map11 13 Fountain Rd,.11.ulell<Address: 1113 r o UN TAIN ROAD, JACKSON V ILLE, rL 32205The Bo1Towe1· in t end s to use the loan proceeds to purchase and renovate the property. Upon com plet ion, tl1e'lanet Fti ness q• Jacksonville, FL 32205Borrower inten ds to se ll the property to repay the Groundfioor loan.yf!.\ ABC Fine Wine & Snt" ifits-lipil.a .l.t! ! I iI N VESTNOWClick here to view the LRO Agreen, entMISCELLANEOUS PROJECT SPECIFIC RISK FACTORS• The Bo rrower was advanced the money it nee ded to purchase this p ro pe r t p· on Ap ri l 2. 2021 by Gro u11dflo or Finance I nc . f' G ro un dfloor," "we,""us." or "□u nr ) or a wholly-owned subsidiary of Gr oun d fi oor. The Borrower is now in possession of the property. If this ottering is ful ly subscribed, Groundfi oor will continue to administer and service the loan as f ur t he r descri bed in the Ottering Circul ar. • T he r enovat i on of the property may be extensive , and t her ef ore sub ject to delays and ot her unexpected issues.• T he r eno v at io n w i ll r eq uir e pe rm it t ing, and permits may not be obt ain ed on t ime or may be denied.• The Bor row er has not comp leted or sold any pr oject s in the past year. As such , the Borro wer 's average r evenue, costs, and marg ins cannot be cal culat ed.• Ple ase consult the Offering Circ ula r for f ur t he r d isc ussi o n of ge neral risk fac to rs..Cl OSING CONDITIONS• Loan Is con d i t io ned upon a clean title search and valid tit le i n sur ance at t he time of d ose .DEV!LOPER FEES• GROUN DFLOOR generall y charges borrowers bet ween 2% and 6% of the pr incipal amount of the loan for our services. • GROUN DFLOOR does not takea 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the princ ipal amount of their request. These closing costs typically range from $500 to $1500.• Unless ot her wise limit ed by app licable la,w GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the O tteri ns CircularSEC FILING INFORMJ\TION• The series of LRO s corresponding to this Pro ject are offered pursuant to Post Qualification Amend ment No.81 to the Ottering Cir cular dated December 29, 2017 (each, as amended and supplemented from time to timelc including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Dir ectory located on our Platform.BORROWER SUMMARV UNLESS N OTED WITH A * . INFORMATIONBELOW IS SUPPLIED BY THE BORROWER AND IS NOT VERIFIED. BORROWl;H.5 Rl PIU:.51;.N I ANO WARRAN T T HA T I N F-O RM Al lON SUPPLll:.D ISACCURAT I:;.BOLD INVESTME NTS, LLC FINANCIAL DATA R fl(lrting date: 0:1/31/? 1PROJECTS/REVENUE RPpnrting r,F!r nrl: ;;:>O:;>ODATE OF FORMATION *06/11 /2020Valu e of Proper ties © Tot al Deb t © Completed Projects © Re venue ©Unsold ln ven t o1·y ©Aged I nvent ory ©Gross Margin% ©0.0%PRINCIPAL Kelsey D empseyGROUNDFLOORHISTORY *HISTORICAL AVERAGES Re-port"ng period: three years endinE 2020FOCUSSingle FamilyLo an s. Fu nd e d G) Loans Repaid ©Comp let ed Projects Pe r Yea r ©Average Pr ojec t Reve nue ©2 _ I I0 2 1111 $ 18 3 . lKOn Time Rep ayment ©Average Project Average Tota l T i me © Project Costs ©I 0.0%I 5 months 11 $170.SKTHE COMPANY PLAYED NO ROLE NTHE PREPARATIOI\ OF ANY OF THEVALlJATION SOURCE50RAf...YOTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVETl-!E DATA CONTAINEO THEREIN IS HELPFUL, WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION.

 PS-1143 

 

 

RateProjected Ter mLo an To ARVLoan A mo unt Invest orsBORROWER P,ovosl Holdings a!ldPurpose Pur chase & Renova tio nLoan Positio nFir st LienTotal Loan Amount$120,000INV EST N O WRepayment Terms Balloo n payment - principal and int erest r eturned on repayment! due at mat ur i t y,DevcloP-mcn t, LLC Lance Prov ost - pr in cipalClick here to view the LRO AgreementFINANCIAL OVERVIEW After Repair Value (ARV) ©$200,000GRADE FACTORSThe follov,ing factors determine in part how the loan was graded: (:n descending order of importance)Loan To ARV Score (!) 10Tot al Project Costs © $1 20,00 0$120,000Qu.1l ity o f Valu at io n Report 4 Skin-in-the -Game (i) 0 10 Lo ca tio n 8 Borrov..rer Experience 5 Borrower Commitment (!) 10% .._ .LVALUAT10N REPORTSSkin -i n-t he­ Game ©First Lien Loan Cushion (i)As Complete (ARV) $200,000I Broker's Pr ice OpinionPurch.ase Prke ©$68,600 LmrnToARV © 60.0%Borrower Provided Apprai salPurchase Date04/14/ 2021 I mm Tn Tohil Project Cost1100.0% IBor rower Provided CompsPROPERTY DESCRIPTION vvasrnng1:on t':cir K Vle w larger map HllACEMAddress: 7331EAST STREET, BAYTOWN, TX 77521I McNa1r • • WKOSt7331 East S1. Baylown, TX n521 KINGS .C...OLON\T h e Bor r ow er in tend s to use the loan proceeds to purchase a nd r eno v at e the property. Upon complet ion, the Borrower intends to sell the property to repay the Groundfloor lo an.I NV ESTNOWi Go e "'•h Map data m021 Terms ofUse Repcrt a map eJrorClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFIC RISK FACTORS• T he Bor ro wer was advanced the money it needed to purchase this property on April 14, 2021 by Groundfl oor Finance Inc. ("Ground fl oor,""we," "us," or "our ") or a w ho ll y-ow ned subsidiary of Groundfloor. The Borrower is now in possession of the property. If t his offering is ful l y subscribed, Ground fioor , viii continue to administer and serv ice the loan as f urt her described in the Offering Circu lar.• T he r eno v at io n of the property may be extensive, and therefore sub ject to delays and other unexpected issues.• The renovation will requir e permitt ing, and permits may not be obt ained on time or may be denied.• Pleaseconsul t the Offering Circu lar for further discuss ion of general risk factor s.CLOSING CONDITIONS• Loan is conditioned upon a clean title search and valid tit le insurance at the t ime of close.DEVELOPER FEES• GROU ND FLOOR gene1·ally ch ar ge s borrowers bet ween 2% and 6% of the principal amount of the loan for □Lil- serv i ces. • GROUNDFLOOR does not take a 'spr ead' on any part of t he int erest pay ment s. • Developers may capitalize the cost of closing in to the principal amount of their request. These closing costs typically range from $500 to $1S00. • Unless ot herw ise limited by app licab le law, GROUNDFLOOR will charge a p enalt y of 2% for any ext e ns ion made to the borrower. See GROUNDFLOOR 'Fees and Expenses ' in the Offering Cir cu larSEC FILING INFORMAT ION• T he series of LROs corresponding to this Project are offered pursuant to Post Qualifi cat ion Amendment No. 81 to the Offering Circular dated December 29, 2017 (each , .as amended and sup p lem en t ed from time to time), includ ing the documents incorpor at ed by r ef er en ce t her ein. You may access and review these documents on the Int ernal Filings Di r ector y located on our Platform.BORROWER SUMMARY UN LESS NOTED WITH A. ' IN FORM ATION BELOW IS SUPPLIED BY THE BORROIVERANDIS NOT VERIFIED. BORROWF"RS RFPRP i F NT AND WARRANT THATINFORM ATION SUPP i IFD IS ACCU RATF.PROVOST HOLDINGS AND DEVELOPMENT, LLC D ATE OF FORMATION *04/27/2016FINANCIAL DATA Rcporti ng date: 03/31/21Value of Proper ties (!I Total Debt ©PROJECTS/ REVENUE Rcport·ng period: 2020Completed Proj ect s (i) Reven ue (i)$259KI PRINCIPALUnsold Inventory ©Aged Inventory ©Gross Margin% © 54,0%FOCUSSing le. F.:im i lyLoans Funded (i) Loans Repaid ©Completed Projects Per Year ©Average Project Re venue ©I 311 °11 211 $ 212.3KOn Time Repay ment ©Average Project Average Total T i me © Pr oject Costs ©I 0.0%I _ 9_m_on t h_sI I $2 0 9. 4 KTHE COMPANY PLAYED NO ROLE IN TI-IE PREPARATION OF ANY OFTHEVALUATIONSOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BEL EVE THE DATA C.ONTAINFOTHFRFIN lSHFI PFIJI. WF nnNOTlJSF IT AS THF SOI F RASIS FOR A F,JNOING OFC.IS ON.

 PS-1144 

 

 

RateProjec.ted Term Loan To ARVLoan Amountl nves.torsBORRO WERPurpose Purchase &Lo<m PositionTotal Loan ArnolJntRepcyment Terms Balloon payment principal and int erestAnr.lerson & James Investments Inc Leonard Anderson- principalRenovat ion--F-ir-st_L_ie_n_ I I $122,020 IINVEST NOWClick here to view the LRO Agreementr eturned on repayment / due at maturity.ANANCIAL OVERVIEW After Repair Value(ARV) (i)$176,00 0GRADE FACTORSThe following factors determine in part howthe loan was graded: (in descending orde< of importance)Total Project Costs © $136,020$122,020Loa-n lo ARV Scor e G) 10 Qu.:il ity of Va luat io n Report 4 Ski n- in -t he-Game (!) 10 Location 8 Borrower Exp er ience 5 Borrower Commitment (i) 10 % - - - -Skin-in-the­ Game ©First Lien Loan Cushion (i)VALUAT10N REPORTS As Co mplete [AR V)$ 1 7 6 ,00 0Certified Independent Appr aisal ) Broker's Pr ice OpinionPurchase Prii;;e ©$105,0 0 0 Loa n ToARV CD 6 9.3 %Borrower Provided Ap pra is alPurchase Date04/29/2021 Lonn To Total Pro EC t Cost89.4%Borrower Provided CompsPROPERTY DESCRIPTION V ·..·::.:..-_:::!,1S .._ - Vi,w larg,iHathaway VillageAddress: 11323 TOBAGGAN TRAIL, FLORISSAN T. MO 63033\ . 11323 TobagganTrall, : !i: ll Florissant, MO 53033The Borrower intends to use the loan proceeds to purchase a nd renovate the property. Upon completion, the Borrower inte nds to sell the prope rty to repay the Groundtloor l oa n.\ -:g,_ !_ Lo.; 1',ail R rnan Ave Keeven G ® gle •IN VESTNOWy SchoolMap "da";:;i,1!:J:2021 Eoog •l e T erms of Use - Re-porl i:Imap rcrClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFIC RISK FACTORS• The Borrower was advanced the money it needed to purchase this proper ty on April 29, 2021 by Groundfloor Finance Inc. ('Groundfloor:"'we:"'us:· or "our") or a w holl y-ov,ned subsidiary of Groundfloor. The Borrower is now in possession of the property. If this offering is ful ly su bscr ibed, Groundfloor will continue to administ er and service the loan as f urt her described in the Offer ing Circular. • The r e nu v ali on o f the pr o pe r L',' rnay be extensive, and l her·e frn e sub jeel Lo delays and other unexpected issues.• The renovat ion will requir e per mitt ing, and permits may not be obtained on time or may be denied.• Please consult the Offering Circular for further discussion of general risk factors.CLOSING CONDITIONS• Loan is con ditioned upon a clean title search and valid t i tle insurance at the time of close.DEVELOPER FEES• GROU ND FLO O R genera ll y charges borr ow ers between 2% and 6% of the principal amount of the loan for our services.• GROU ND FLO O R does not take a 'spr ead' on any par t oft he interest payments. • Develope r· s may capitalize the cost of closing into the principal amount of their request. Theseclosing cost s typically range from $500 to $1500. • Unless o t he r wise limi ted by app licab le law, GROUNDFLOOR will charge a penalty of 2% for any ext ensio n made to the bor m wer. See GROU N DFLOOR 'Fees and Expenses ' in the Offering CircularSEC FILING INFORMATION• The ser ies of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81 lo the Off er ing Circular dated December 29, 2017 (each, as amended and supp lemented from time to time), includ ing the documents incorporated by reference therein. You may access and rev iew these documents on the Int ernal Filings D ir ecto ry located on our Platf or m.BORROWER SUMMARY UNLESS NOTEDWITH .A, INFORMATION BELOl' JISSUPPLIEDBY THE BORROWERANOISNOT VERIFIED.BORROWERS REPRESENTANO WARRANT THATINFORMATIONSUPPLIED IS ACCURATE.AN DERSON & JA MES INVESTMENTS INC DATE OF FORM ATION *10/07/2019FINANCIA L DATA Repo,·ti ng date. 03/31/21Valu e of Pr oper ties © Total Debt © $390KPROJECTS/ REVENU E Report i,g period. 2020Completed Projects © Revenue © $150KUnsold Inv e nt ory (i)Aged Invent ory ©Gross M ar gin % (i)28.0%PRINCIPAL Leonard AndersonGll.OUNLJ LOOI< HIS I Oi<*YHIS I Ul{ICAL AV i<AG S Reporting per"od: three years ending 2020FOCUSFix & FlipLoans Funded (i) Loans Repaid (i) I 2 11 °Completed Project s Per Ye a r © 11 1Average Pr oje ct Revenue ©$ 17 .7 S KOn Ti me Repayment (i)I 0.0%Averag e Project Average Total Time (i) Project Cos t s (i)I 6 months $1 21 K - - - - - - -THE COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OFTHEVALUATIONSOURCE50RANYOTHER MATERIALS PROVIOEO BY THE BORROWER. WHILE WE BELIEVE THE OATA LON IAINLL) I I Ill{ INISiILLl-ll UL, WL LJO r-.101 USL 11 M I I IL OLL UASISI UH/'>.I lJNUING ULU:::IUN.

 PS-1145 

 

 

RateProjected Te rmLoan To ARVLo an Amou ntnsto rsBORROWER MDM House FliRQing , LLC Marlon Luis - pri ncipalPurpos-e Pur cha se & Re novat io nLoa11 Positio nFi rs t Lie n ---------Tota l Loan Amount$129 0. 00Re paym -erit Ter ms Ba l loon payment - pri nc i pal and inte re st re t u rned on re payme nt / due at ma t u rity.INVEST NOWClick here to view the LRO Agr eemen tFINANCIAL OVERVIEW After Repair Vatue (A RV ) ©$172,000GRADE FACTORSThe fol l ow i ng fa ct o r s d et erm i ne in part how the loan was graded: (in descending or der of imp or tance)Tot al Pmject Costs (i) $129,000Loa n To ARV Sc.ore © 10 Qua lity of Val ua t io n Repo rt 4 Skin-in-t he -Game @ 0 10 Locat ion B Bo rrowe r Expe rie nce 5 Borrower Commit ment @ 10 % _....................L_ _VALUATION REPORTSSki n- in-t he­ Ga m-e C!}First Lien Loan Cus hion (!)As Complete (ARV) $172,000@riifi'IMlftfffijj@,lrnl,[f;'tJ1i@M + Broker's Price O pinio nPurchase Pi-ice (i)$94 ,760 L-oan To ARV (i) 75.0%Bo rro w er Pro vide d A ppra isalPurch as.e Date04 / 1 9/ 20 21 Loan To Tota1 Project.Cost ©100.0%Borrower Pro vi ded Co m psPROPERTY DESCRIPTIONView larger map R I N G PA R KA d d r ess: 3330 CLAREM O N T RO AD, JACKSO N VILLE, FL 322073330 Cl aremont Rd, _.. Jacksonville, FL 32207 ' I f ITTQ[l • ' i / Cir " ,;is Uni1ed Sl ates Jacksonville lceO i:Be.,-gile:ServiceT Q- Th1 & Sports plex M.c:ri,a'.m rgi:,_0 1 1 T er mB of UaE- Report -=1 m ap NTorThe Bo rrow e r int e nds to use t he lo an proceeds to purc hase and re novat e t he pro pert y. U pon c o mple t i o n, the Bor row er i nt ends to sell the property to rep ay the Groundfloor loan.INVESTNOWCli ck he re to view the LRO AgreementMISCELLANEOUS PROJECT SPECI FIC RISK FACTORS• T h e Bor ro wer was adv a nced the money it needed to purchase t his pro pert y on A p r i l 19, 20 2 1 by Gro undfl oor Finance Inc. ("Gro undfloo r:· " we:' u s:· o r " our'' ) or a w holly -owned su bs id i ary o f Grouncltl oor. The Bor row er is now in possession of t he pro pert y. If t his off ering is fully su bscri bed , Gro undtl oor will continue to administ er and service the loan as f urt her descr ibed in t he Offering Circular.• The renovat ion of the pro per ty may be extensive, and t herefor e su bject to delays an d ot her unexpected issu es.• T he renovat ion w il l req uire permi tti ng, and p er mit s may not be obtained on t ime or may be den ied.• The borrower has had I.at e repayment s, but has r epaid all loa ns in full , with all interest .an d fees due.• Please consuIt t he Offering Circu lar for further discl1ss io n o f generaI risk factors.CLOSING CON DITIONS• Loan is conditioned upon a clean t it le search and valid ti t lei nsur anc e at the t ime of close.□EVELO PER FEES • GRO U N D FLOO R generall y charges borrowers between 2% and 6% of the pr incipal amount of t he loan for our services.• GRO U N D FLOO R does not take a ' spr ead' on an y part of the inte rest payment s. • D evelopers may cap it alize the cost of closing into t he principal amou nt of t heir request . Th es e closing costs t ypicall y range from $500 to $1500.• Unlesso t herw ise limit ed by applicable l aw, GROUN DFLO OR w il l charge a penalt y of 2% for any extension made to t he borrower. See GROU N D FLOOR 'Fees and Expenses' in t he Offering Ci rcularSEC FILING INFORMATION• T h e series of LRO s corr espondi ng to this Pro ject are off ered pursuant to Past Qualifi cat ion Amendment No. 81 to the O ff er ing Cir cular dated December 29, 2017 (each. as amended and supp lement ed from timeto t ime), including the documents i ncorpo rat ed by r ef erence t her ein. You may acce ss and r eview thesedocument s on t he Int ern al Filings Di r ecto ry lo cat ed on our Platf o rm.BORROWER SUMMARY U NL ESS-NO T ED W ITH A. , INFORMATION EELDW ISSUPPLIED EY THEEORROW ERAND IS- NOT VER I FI ED BORROWERS REPRE SEITT AN D W ARRAN T TI-IAT INFO RMA T IO N SUPPLIED IS ACCURATE_MOM HOUSEFLIPPI NG, LLC F I NA N C I A L DA T A Reporting date: 03/31/21PROJECTS I R EV ENUE Reporting p-eriod: 2020DATE OF FORM ATI O N *05/21/2019Valu e of Propert ies (!)$175KTota l De bt (!)Completed Pr ojects (!) Revenue © $574.9KGross Margin% @PRINCIPAL M arl on LuisGROUND FLOOR HISTO RY *35.0 %HISTO RICA L AV ER AG ES Reportingperiod: three ye.a rs. ending 2020FOC USSingle Fam il yLoan s Fund ed (!) l o.a ns Repa id Ci)Complet ed Projects Per Year ©Aver ag e Project Revenue ©I _8 11 411 111 $162.SKO n T i me Repayment (!)I 75 .0 %Average Project Aver ag e Total Ti me (!) Project Costs © I 12 mon t hs 11 $140KTHE COMPANY PLAYED NO ROLE IN Tl-lE PREPARATION OF ANY OF Tl-lE VALUATION SOURCES OR ANY OTl-lER MATERIALS PROVIDED BYTl-lE BORROWER. W HILEWE BELIEVf THE DATA CONTAINED THEREIN 15 flELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION,

 PS-1146 

 

 

RateProjected Term Loan ToARVLo an Amount lnves.tor sPu rposeLoan PmitionI Total Loan Amount Repayment TermsBORROWER DFW DEVS A lf re o Goytia - principalRen ov at io n L_ _ re t u r n ed on r ep ayment / d ue at m at urity.I NV EST NOWClick her e t o view the LRO AgreementFlNANCIAL OVERVIEW After Repair Valu e (ARV) (!) $180 ,0 0 0GRADE FACTORSThe following factors determine in part how the loan was graded: (in des.cending or der of importanceJLoa n To ARVScore @ 10To tal Proje ct Costs (i) $134,000Qu alit y of Valuat io n Report 4 Skin-i n-t he-Game (!) 0 10 Location 8 Bor rower Exper ience s Borrower Com mit ment © 10% Sk in- in -t rle­ Game @Fir st L ien Loan Cus h ion (!)VALUATION REPORTS As Com plete (ARV) .. . $180,000Pur chase Price ©$8 9,360 LoanToARV {!) 74.4%Broker's Price O pini on Bor row er Provided AppraisalPurchase Date03/16/2021 Loan To Total Project Cost @100.0 %Bor row er Provided CompsPROPERTY DESCRIPTION ' '".;-.,,_ View larger map-ii tii.Jmtl, I..Charley's Old' j Ham burgersAddress: 4409WABASH AVENU E, FO RT W O RTH , TX76133The Borrower intends ta use the lo an proceeds ta pur cha se and renovate the property. Upon complet ion, the Bor row er i nt ends to selI the property to repay tt1e Groundfl oo r loan.INVEST NOWClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFIC RISKFACTORS• T h e Borro wer was advanced t he money it needed to purchase this property on March 16, 2021by Groundtl oor Finan ce Inc. CGroundfl oor, "we, "us, or "our") or a wholly-owned sl1bsid ia ry of Groundfloor. The Bor ro w er is now in possessio n of the pro pert y. If t his o ff er ing is fully subscri bed, Groundfl oor will cont inue to administ er and service the loan as fu rt her descr ib ed in t he Off eri ng Circular.• The r en ovat i on of the property may be ext ensiv e, and therefore su bj ect to delays and ot her unexpected issues.• Th e r en ovat i on will r equir e permit ting, and per mit s may not be obtai n ed on t ime or may be den ied.• The Borro wer 's 20 2 0 revenue was derived from rent al properties because t he Borro wer 's pr i mary focus in 20 20 was buy and hold. The Number of Completed Proj ects ref1ed s t h e number of rent al units ow ned. The Gross M argin ref1ect s t he earnings af t er the expenses of t he renta l busin ess, such as m ort gage int er est, property t axes, anc:I m aintena nce, have been d educt ed f rom gross revenue.• Please consuIt the Ott er ing Circular for fu rt her discussio n of generaI r i sk f act ors.CLOSING CONDITIONS• Lo.an is con dit ioned upon a clean ti t l e search and valid t it le insu rance at the time of d ose.DEVELOPER FEES• GROUN D FLOO R generolly charges borrowers between 2% and 6% of the principal amount of the loan for ou r services.• GROUN D FLOO R does not take a ' spr ead' on any par t ofthe interest payment s. • D evelopers may cap italize the cost of closing int o t he principal amou nt of t he ir r equest . T h ese closing costs typicall y range from $500 to $1500. • Unless ot herw ise limi ted by app li cable law , GROU NDFLOOR w ill charge a pena lt y of 2% for any extension made to the bor rower. See GROU N D FLOO R ' Feesand Expenses ' in the O ff ering Circul arSEC FILING INFORMATION• T h e seriesof LRO s corr esponding to t his Project are off ered pursuant to Post Qualifi cat ion Amendment No. 81 to the Off ering Cir cular dated December 29, 2017 (each, as amended and suppl emented from timet o t ime),including the documents incor po r at ed by ref erence t her ein. You may access and r eview these document s on the Intern al Filings Directory located on our Platf o r m.BORROWER SUMMARY U NL ESS NOTED WITH A * , INFORMATION EELDW ISSUPPLIEDEYTHEEORROWERAND 15 NOT VERIFIED. BORROWERS REPRESENT AND W ARRAN T THAT INFO RMA T IO N SUPPLIED IS ACCU RATE_DF W DEVS FINAN CIAL DATA Reporting date: 03/31/21PRO JECTS / REVEN UE Reporting period: 2020DATE O F FO RM AT ION *12 / 2712019Value of Pro per t ies (?)$523KTot a l D ebt ('!)$313KCom pleted Pro ject s (?) Revenue (?)$22.BKGross M argi n % © 31.3%PRINCIPAL Alfr edo GoytiaGROUND FLO OR H I STO RY *H ISTO RICA L AV ERA G ES Reporting period: three ye.a rs ending 2020FOCUS8uy& HoldLo an s Funded ('!) Loans Repa i d (!)Comp leted Proj ect s Per Year ('!)Average Proj ect Revenue ©I 1 3 II 61 11 $ 1 4 9 KOn T i me Repay ment ©Ave rage Project T ime ©Average Tot al Project Costs ©I 6 7.0%ts 11 $ 1 0 6 KTHE COMPAt'IYPLAYED NO ROLE IN Tl4E PREPARATIOt>IOF ANYOF Tl4EVALUATION SOURCES OR ANY OTHERMATERIAL5 PROVIDED BYT14E BORROWER. WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL, WE DO NOT USE IT ASTHESOLE BASIS FORA FUNDING DECISION.

 PS-1147 

 

 

------------------------------------------------------------Project Cost (!) . View larger map ' Sicklerville,NJ 08081 Borrower intends to sell the property to repay the Groundfloor loan. q fl'. HI,.... Click here to view the LRO Agreement .,,,,0'1' Map data 2021 Terms of Use l"n Value of Properties (!)Total Debt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project THE THE WHILE DATA CONTAINED THEREIN IS HE:LPFUL. WE DO NOT USE IT AS THE SOLEBASIS FORA FUNDING DECISION. WE BELIEVE THE VALUATON SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF IFIED. BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. MARCELL K. GORDON LLCFINANCIAL DATAPROJECTS/ REVENUE DATE OF FORMATION * 06/30/2019 Gross Margin % (!) PRINCIPAL Marcell K Gordon FOCUS Fix&FiipLoans Funded (!)loans Repaid (!)Per Year (!)Revenue (!) IL.1_11oII 1II $128.8K On TimeAverage Project Average Total Repayment (!)Time (!)Project Costs (!) 10.0%I. _1_2_m_o_nth_s . l$91.5K Reporting period: three years ending 2020 0.0% Reporting period:2020 Rt:portingdate:03/31/21 UNLESS NOTED WITH A * ,INFORMATION BELOW IS SUPPLIED BY THE BORROWER AND IS NOT VER BORROWER SUMMARY MISCELlANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 6,2021by Groundfloor Finance Inc. ("Groundfloor;·"we," "us," or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such, the Borrower's average revenue,costs, and margins cannot be calculated. • Please consult the Of fering Circular for fur ther discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spr ead' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference ther ein. You may access and review these documents on the InternalFilings Directory located on our Platform. Address: 39 JACKSON LANE,SICKLERVILLE.NJ 08081 39 Jackson Ln,The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the ,erlane Apartments ) Oq INVEST NOW /""' As Complete (ARV) $190,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps After ReValue (ARV) (!)$190,000 $152,700 0% -------" Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!)$123,000Loan To ARV <D72.3% Purchase Date 04/06/2021Loan To Total89.7% VALUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) loanToARVScore (!)10 Quality of Valuation Report4 Skin-in-the-Game (!)10 Location 8 Borrower Experience5 Borrower Commitment (!)1 GRADEFACTORS RateLoan ToARV Loan Amount Investors Purposeloan Position Total loan Amount Repayment Terms BORROWER IFirst Lien Marcell K. Gordon LLC Marcell K Gordon - principal Click here to view the LRO Agreement INVEST NOW $137,400 Purchase& Renovation Balloon payment-principal and interest returned on repayment I due at maturity.

 PS-1148 

 

 

Rate Pro ject ed Term Loan To ARV Loan Amount Investo rsPurposeLoan Position I Total Loan Amount Re paymen t TermsBORROWERRe novat io n_ . .1 39 530re t u rned on re payme n t / due at mat u rity.Walt her IHA LLC Jar ed Walt her - pr i ncipal I NV EST N OWClick here ta view the LROAgreementFlNANCIAL OVERVIEW Afte r Re pai r Value (A RV) @ $194,000$19,470 Tota l P ro ject Costs @ $174,530GRADE FACTORSThe f ollow ing factors determine in part how the loan was graded: (in descend ing order of import.anceJ Lo an To ARV Scare © 10 Qua!it y of Valuation Report 4 Skln-in-t he-Game © 10 Location 8 Elo r ro wer E xperience 5 Borro wer Commitment © 10% - - - -Sk i n- in -t he ­ Gam-e {!)Fir st Li en Loan Cus hion {!)VALUATION REPORTS As Complete (ARV )$194,0 00Certified Independent Appraisal Broker 's Pri ce OpinionPurchas-e Price ©$15 5 ,0 00 Loan To ARV (D 71.9%Bo rro wer Pro vided Apprai sa lPurchas-e Date04 / 1 5/ 20 21 Loan To Total Pro jed Cost @79.5%B orr ow er Pro vided CompsPROPERTY DESCRIPTIONView larger map 'g I"Address: 605 THAYER D R, RI CHLAND, WA 993521it m anO, . e '. 605 Thater Dr, ; Ri chland, WA 99352The Borr ower int ends t o use t he loan proceeds to pu rch ase and renovat e the prop ert y. Upon completion, t he Borrower intendsto sell t he property to repay t h e Gro und f1oo r l o an.:choolY St s,"' The Fo ld ed Pizza Pie ,s-INVESTNOWG o a>gle u.st • st¥"'"-"'"' Map d a;a ©2.{)21 T rms. of U,a.e, ,e,port a map ,s,rrorClick here to view the LRO AgreementMISCELLANEOUS PROJECT SPECIFI C RISKFACTORS• T h e Borro wer w as adv ancedt he money it needed to purchase this property on Apr i l 1 5, 2021by Groundfloor Fi nance Inc. ("Gro undfloor, '·"w e;· "us,'· or " our") or a wholly-owned sub sid i ary of Gro undfl oo r: T he Bor rower is now in poss essio n of the property. If t his off er ing is f ull y subscribed, Grolmdfl oor will cont inue to administ er and service the loan as furt her descr ib ed in t he Off ering Circular. • The r enovat ion of the property may be extensiv e,and t her efore sub ject to de lays ancl ot h er unexpected issues.• Th e r enovat ion wil l req uir e permit ti ng, and p ermit s may n ot be obtai ned on t ime or may be deniecl.• Please consuIt the Off er ing Circular for fu rt her discussio n o f general r isk facto rs.CLOSING CONDITIONS• Loan is cond it ioned upon a clean t it l e sear ch and v alid t it le insur ance at t he t ime of d ose.DEVELOPER FEES• GROUN D FLOO R generally charges bo rro w ers bet ween 2% and 6% of theprincipal amount of t he loan for ou r service s.• GROUN D FLOO R does not t ake a 'spread ' o n any par t o f t h e inte rest payment s. • Developers may cap italize the cost of closing into the principal am ount of their request . T h ese closin g costs typica ll y range fr om $500 to $1500.• Unless ot herw ise limited by app lic able law, GROUN DFLOO R w il l ch ar ge a penalt y of 2% for any ext ension made to t he bor rower. See GROU N DFLOOR 'Fees and Exp en ses' in t he Offering CircularSEC FILING INFORMATION• T h e seriesof LROs corr esponding to t his Project are off er ed pursu.a nt to Post QuaIifi cation Amendment No. 8 1 to t he Offering Cir cular dat ed December 29, 2017 (each, as amencled and supplemented from time to t ime), i ncludin g the documents i ncorpo r at ed by refer ence t herein. You may access and review thesedocuments on t he Intern al Filings Directo located on our Platf o r m.BORROWER SUMMARY UNLESS NOTED WITH A ♦ , IN FO RMA TIO N BELDW IS SUPPLIED BY THE BORROWER AND IS NOT VERIFIED. BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLJED I S ACCURA TEWALTHER IHA LLC FINA N CIAL DATA Reporting d.ate: 03/31/21PROJECTS/ REV ENU £ Reporting period: 2020DATE O F FORM ATI ON *0 912412019Valli e of Pro pert ies (?) To tal Debt (?)$265KCompieled Projects Q) Revenc,e (?)$295KGross Mar gin % © 29.0%PRINCIPAL Jared Walt he rGROUN DFLO OR H ISTORY *HISTORICA L AVERAGES Reporting period:three year5 ending 2020FOCUSSin gleFamilyLoan s Funded (!)Loa ns Repai d @ 11Complet ed Pro jects Per Year (i) 11Average Project 11Reve nue @O n T i me Repayment ©Average Pro ject Average Total Time (?) Pro ject Costs (?)I 0.0%LI6_m_o_n_t_hs_ I I $ 1 55 KTHE COMPAl>NPLAYED NO ROLE IN THE PREPARATION OF ANYOF THE VALUATION SOURCES ORAI-IYOTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL, WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION.

 PS-1149 

 

 

 

148 710 BORROWER L Kati ana Myrthil - principal Game (2) Project Cost Clevel and1•l' • E _ larr-P Ci1tneg1 Aiffl ' T Funeral Home LyttAve Click here to view the LRO Agreement Map data ®2021 Terms of Use Report amap error I . MISCELLANEOUS I Revenue <2> Total Debt (2) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Katiana Myrthil Compl eted Projects Average Project 0.0% 1 IN CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THE PREPARATIONOF ANY OF THE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THEDATA THECOMPANYPLAYED NO ROLE BORROWER SUMMARY UNLESSNOTEDWITHA * ,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ANAIAN PROPERTIES LLC FINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 04/03/2019 Gross Margin % <2> IPRINCIPAL FOCUS Fix &Fiip Loans Funded (2)Loans Repaid (2)PerYear (2)Revenue (2) '-----11 JIIoII 1 II $405K On TimeAverage Project Average Total Repayment <2>Time (2) Project Costs (2) '-l _ 7_m_o_nt_hs___,II$350K Reportingperiod:threeyears ending 2020 11.0% $477K Reportingperiod:2020 Reportingdate:03/31/21 PROJECT SPECIFIC RISK FACTORS o The Borrower was advanced the money i t needs to begi n constructi on of this property on April28,2021by Groundfloor Finance Inc.("Groundfloor";w e "us;'or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has begun constructi on of the property. If this offeri ng is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. o The construction of the property may be extensi ve,and therefore subject to delays and other unexpected i ssues. o The construction will require permitting, and permi ts may not be obtained on time or may be denied. o There will be multiple l oans on this project,each representing subsequent draws. The loans will be $1 48,710. The Financial Overview box represents the aggregate amount of all loans to be secured by thi s property,gi vi ng a complete financial picture of the project. o There is no exi sti ng structure on this property,or if there is,i t will be demolished, and a new structure built in i ts pl ace. o This loan represents the first draw for the construction project and is secured by an individual note. o Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding seri es of LROs on our platform,each of which will be due 1 2 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. o The event of default on one Groundfloor note secured by this property wi ll tri gger default on all Groundfloor notes secured by this property. All LRO hol ders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. o Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONDITIONS o Loan is conditi oned upon a clean ti tle search and valid ti tle i nsurance at the time of close. OEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capi talize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FiliNG INFORMATION o The seri es of LROs correspondi ng to this Project are offered pursuant to Post Quali fication Amendment No.81to the Offering Circular dated December 29,201 7 (each,as amended and suppl emented from time to time),including the documents i ncorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. JMe01ca1 <..emer ::.oum T Address: 1378 GUS THORNHILLJR DR #1,EAST POINT,GA 30344 OWNft Gus Thornhill'sThe Borrower intends to use the l oan proceeds to complete a new construction.Upon completi on,the Borrower i ntends to sell the property to repay the Groundfloor loan. Lyle Ave WashmgtonRd Gi INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $425,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (2)$425,000 $64,080 TotaIProject Costs (2)$360,920 $63,500 0%----Skin-in-the-First Lien LoanCushion (2) Purchase Price $98,000Loan To ARV70.0% Purchase Date04/28/2021Loan To Total81.7% (2) (2} (2) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of ValuationReport4 Skin-in-the-Game (2)10 Location 8 Borrower Experience5 Borrower Commitment (2)1 GRADE FACTORS FINANCIAL OVERVIEW Rate Projected Term Loan ToARV Loan Amount Investors Purpose Loan Position TotalLoan Amount Repayment Terms F_i_rs_t_L_ie_n ,l I $ ,;.=B:..:a"-11oc..:o.:.:.n.:..p...::.:c.acy..m: :.::.._en__t -p_ -r inc_i_p_al_a_n_d_i_nte_r_e_s-t-, . . returned on repayment/ due at maturity. ANAIAN PROPERTIES LLC Click here to view the LRO Agreement INVEST NOW New Construction

 PS-1150 

 

 

,__ F_ir_s_t _Li_e_n _JI I $14 , ;..=B:..::al-'-'1o:..:.on::.c:_p.:..:a.:..:y.:..:cm:e._n_t pri_n_ci_p_al_a_n_d_i_nte_r_est--, _ . . returned on repayment/ due at maturity. BORROWER Kati ana Myrthil - principal FINANCIAL OVERVIEW Project Cost PROPERTY DESCRIPTION Cleveland1"•• E _ar-ap ' T Funeral Home Ly Ave Click here to vi ew the LRO Agreement Map data ®2021 Terms of Use Report a map error MISCELLANEOUS BORROWER SUMMARY UNLESSNOTEDWITHA *'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. Total Debt (!) Revenue (!) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Katiana Myrthil Completed Projects Average Project 0.0% 1 CONTAINED THEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA ANAIAN PROPERTIES LLC FINANCIAL DATAPROJECTS I REVENUE DATE OF FORMATION * 04/03/2019 Gross Margin% (!) IPRINCIPAL FOCUS Fix& Fiip Loans Funded (!) Loans Repaid (!)PerYear (!)Revenue (!) '----11 JIIoII1 II$405K On TimeAverage Project Average Total Repayment (!)Time (!) Project Costs (!) '-l _ 7_m_o_nt_hs___,II$350K Reportingperiod:three years ending2020 11.0% $477K Reportingperiod:2020 Reportingdate:03/31/21 PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needs to begin construction of this property on April28,2021by Groundfloor Finance Inc.("Groundfloor";we";us;'or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower has begun construction of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The construction of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The construction willrequire permitting, and permits may not be obtained on time or may be denied. • There will be multiple loans on this project,each representing subsequent draws. The loans will be $148,710. The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • There is no existing structure on this property,or if there is,it will be demolished,and a new structure built in its place. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Offering Circul ar for further discussion of general ri sk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. JMeo1ca1 <..emer oum 1' Address: 1378 GUS THORNHILLJR DR#2,EAST POINT,GA 30344 OWN ftGus Thornhill'sThe Borrower intends to use the loan proceeds to complete a new construction.Upon completi on,the Borrower intends to sellthe property to repay the Groundfloor loan. Lyle Ave Wash11lg10n Rd G2te INVEST NOW As Compl ete (ARV) $425,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (!)$425,000 $64,080 TotalProject Costs (!) $360,920 $63,500 0% Skin-in-theFirst lien Loan Cushion (!) Game (!) Purchase Price$98,000Loan To ARV70.0% Purchase Date04/28/2021Loan To Total81.7% (!) {!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (!)10 Quality of Valuation Report4 Skin-in-the-Game (!)10 location8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS Rate Projected Term loan ToARV loan Amount Investors Purpose loan Position Totalloan Amount Repayment Terms 8 710 ANAIAN PROPERTIES LLC Click here to view the LRO Agreement INVEST NOW New Construction

 PS-1151 

 

 

c _ F_ir_s_tL_i_en_ _l. l $ , _ _ _ ------------------------------------------------------------I I 04/30/2021 79.2% Purchase Date Project Cost (!} .,... .<. Address: 3946 ALDRICH AVE N.MINNEAPOLIS.MN 55412 0 ., ··-. .. Premise Inc 9 Minneapolis,MN 55412 N .COth Av Borrower intends to sell the property to repay the Groundfloor loan. Oxygen Company -..... 9Sojourner ' Go gle 0 Value of Properties (!) TotalDebt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project On Time Average Project Average Total 1 l . o month_s ,II 0.0% $0 CONTAINED THEREIN IS HELPFUL.WE DO NOT USE T AS THE SOLE BASISFORA FUNDING DECISION. THE COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THEVALUATIONSOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA TRAVAUX PROPERTIES, LLCFINANCIAL DATAPROJECTS / REVENUE --DATE OF FORMATION * 10/14/2020 Unsold Inventory (!) Aged Inventory (!) Gross Margin% (!) PRINCIPAL Bienfait Kiziba FOCUS Single FamilyLoans Funded (!) Loans Repaid (!) PerYear (!) Revenue (!) 1'-----1------'11° I I oII $O Repayment (!) Time (!) Project Costs (!) • ending 2020 0.0% t.,g perioc:202C Re Jo Repor·.1g date:03 31/ 21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April30,2021by Groundfloor Finance Inc.("Groundfloor:·" we:· "us:·or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed. Groundfloor willcontinue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation willrequire permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such, the Borrower's average revenue,costs,and margins cannot be calculated. • The Principalhas not yet completed or sold any projects. As such, the Principal's average revenue,costs,and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principalamount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time).including the documents incorporated by reference therein.You may access and review these documents on the InternalFilings Directory located on our Platform. .. View larger map <1 , 3946 N Aldrich Ave,The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the Minneapolis 9 Nl9111Ave-z. Truth AcademyMapdata ©2021 Terms of use Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $230,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps VALUATION REPORTS The following factors determine in part how the loan was graded: (in descendingorder of importance) LoanToARVScore (!) 10 Quality of Valuation Report4 Skin-in-the-Game (!) 10 Location8 Borrower Experience5 Borrower Commitment (!) 1 GRADE FACTORS FINANCIAL OVERVIEW After Value (ARV) (!) $230,000 Total·ectCosts (!) $186,600 0% ----Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!} $145,000LoanToARV (!} 64.9% Loan To Total RateProjected TermLoanToARV Loan Amount Investors PurposeLoan Position TotalLoan Amount Repayment Terms 149 250 BORR OWER Travaux ProQerties,LLC Bienfait Kiziba-principal Click here to view the LRO Agreement INVEST NOW r---'-8-a.:....llo_o_n_p_a_y_m_e_n_t--p-ri-nc_i_p-al_a_n_d-in_t_e-re-s---.t returned on repayment I due at maturity. Purchase& Renovation

 PS-1152 

 

 

------------------------------Project Cost (!) Address: 13 WEST BECK ST.CANAL WINCHESTER,OH 43110 >nal Winchester,OH 43110 ro Borrower intends to sell the property to repay the Groundfloor loan. tics Academy Go gleColumbus C A • • • t • • '' I Value of Properties (!) TotalDebt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project 1 - 1 _11 II 2 $106K o II CONTAINED THEREINIS HELPFUL,WE DO NOTUSE IT ASTHE SOLEBASIS FORA FUNDING DECISIOI\l. THE COMPANY PLAYEDNO ROLE IN THE PREPARATIOI'l OF ANYOF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WEBELIEVE THE DATA * 'INFORMATIONBELOW ISSUPPLIED BY THEBORROWER ANDIS NOT VERIFIED. BORROWERS REPRESENT AND WARRANT THATINFORMATIONSUPPLIED IS ACCURATE. QUEEN'S MULTI-SERVICES LLCFINANCIAL DATAPROJECTS/REVENUE R1ltc I)[I' ') DATE OF FORMATION * OV03/2018 Gross Margin % (!) PRINCPI AL Kristy Brownr FOCUS Single FamilyLoans Funded (!) Loans Repaid (!) Per Year (!) Revenue (!) On Time Average ProjectAverage Total Repayment (!) Time (!) Project Costs (!) 10.0% --__6_m_on_th_s_ , l$20K , ending 2020 35.0% $383K $300K $660K /21 UNLESS NOTEDWITH A BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April28,2021by Groundfloor Finance Inc.("Groundfloor," "we," "us," or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower's 2020 revenue was derived from rental properties because the Borrower's primary focus in 2020 was buy and hold.The Number of Completed Projects reflects the number of rental units owned.The Gross Margin reflects the earnings after the expenses of the rental business.such as mortgage interest, property taxes,and maintenance,have been deducted from gross revenue. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. -,ff II View larger map mers13 W Beck St, CanalThe Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the Grovfi>O<t Rd loose Rail Brew1ng us Map data ©2021 • Terms of Use Report a map error Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $220,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance) LoanTo ARV Score (!) 10 Quality of Valuation Report4 Skin-in-the-Game (!) 10 Location8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS FINANCIAL OVERVIEW After ir Value (ARV) (!) $220,000 $179,720 0% ----Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!) $130,000Loan To ARV (!) 69.9% Purchase Date04/28/2021Loan To Total85.0% $153,720 RateLoanToARV Loan Amount Investors PurposeLoan PositionTotal Loan Amount Repayment Terms BORROWER c_ F_ir-st_L_ie_n _JII $153,720 QUEEN'S MULTI-SERVICES LLC Kristy Brown-principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation Balloon payment-principal and interest returned on repayment I due at maturity.

 PS-1153 

 

 

Purpose Loan Position TotalLoan AmountRepayment Terms 1 6 740 Project Cost nl View larger map Greensboro,NC 27406 Borrower intends to sellthe property to repay the Groundfloor loan. l! " Map data ®2021 Terms of Use Report a map error $ )dMobile Click here to vi ew the LRO Agreement Revenue <:!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Paul McCarty Average Project Compl eted Projects CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANYOF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WH ILE WE BELIEVETHE DATA BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. TRIAD SOLUTIONS SERVICES LLC FINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 12/07/2018 Gross Margin% <:!) IPRINCIPAL FOCUS Fix &Fiip Loans Funded <:!)Loans Repaid <:!)PerYear <:!)Revenue <:!> Ll4-----'11 2 II2 II$163.5K On TimeAverage ProjectAverage Total Repayment <:!) Time <:!)Project Costs <:!) 1100.0% Ll _ 6_m_o_nt_hs__....JII$119.5K Reportingperiod:three years ending 2020 28.0% $469K Reportingperiod:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWER AND ISNOT VERIFIED. BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 21,2021by Groundfloor Finance Inc.("Groundfloor;"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • Please consult the Offering Circul ar for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 3510 CHIPPENDALE TRL,GREENSBORO,NC 27406 y ""'"'........... , 3510 Chippendale Trail,The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon compl etion,the <(. Q <!).2 Tripl e Threat Caroli ome ParkT Go gleTom Ergish9 INVEST NOW .._.., PROPERTY DESCRIPTION As Complete (ARV) $210,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps $210,000 Total· Costs$159,240 $2,500 0% ----Skin-in-theFirst Lien LoanCushion <:!) Game <:!) Purchase Price$118,500 Loan To ARV74.6% Purchase Date04/21/2021Loan To Total98.4% <:!) <:!) <:!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score <:!) 10 Quality of ValuationReport4 Skin-in-the-Game <:!) 0 10 Location 8 Borrower Experience5 Borrower Commitment <:!) 1 GRADE FACTORS FINANCIAL OVERVIEW Rate Projected TermLoan ToARV Loan Amount Investors BORROWER Triad Solutions Services LLC F_i_rs_t_L_ie_n ,ll $ 5 ,;.=B:a..":-lloc..:o.:.:::.n.:..p..:..a::c.cy..m::.::..e_n__t -p_ -r inc_i_p_al_a_n_d_i_nte_r_e_s-t-, Paul McCarty-principal. . returned on repayment/ due at maturity. L Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1154 

 

 

First Lien ------------------------------------------------------------Cost (!) View l arger map The property is being used as collateral for a loan.No substantial work is being done on the property,and the 42891nverness Ct NE, -:l' "' Go gle Value of Properties (!) TotalDebt (!) Completed Projects (!) Revenue (!) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Completed Projects Average Project CONTAINED THEREINIS HELPFul.WE DONOTUSE IT AS THE SOLE BASISFORA FUNDING DECISIOI'.. THE COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THE VALuATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA MG WORLDWIDE INVESTMENTS, LLCFINANCIAL DATAPROJECTS/REVENUE lI DATE OF FORMATION * 02/19/2016 Unsold Inventory (!) Aged Inventory (!) Gross Margin% (!) PRINCIPAL Carlos Jesus Merino Y Ponce De Leon FOCUS Single FamilyLoans Funded (!) Loans Repaid (!) Per Year (!) Revenue (!) IL.1_11oII2 II$311.8K On TimeAverage ProjectAverage Total Repayment (!) Time (!) Project Costs (!) 10.0%IL-6_m_on_th_s_ , l$252.SK Reporting period:three years ending 2020 19.0% $1.5M l/21 tt 0 PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needs to refinance this loan on AprilS,2021by Groundfloor Finance Inc. ("Groundfloor," "we," "us," or "our") or a wholly owned subsidiary of Groundfloor.The Borrower has now been refinanced for this property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The property is beingused as collateral for a loan.No substantial work is being done on the property,and the majority of the collateral is represented by the Borrower's skin-in-the-game.As a result, there will be little to no "cushion" and the Borrower will repay the Groundfloor loan by selling the property or refinancing it. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. MISCELLANEOUS PROPERTY DESCRIPTION <E' "Happy Hungry H1 Address: 4289 INVERNESS CT NE,ROSWELL,GA 30075 Kubat Arline M CJ' • Roswell,GA 30075 majority of the collateral is represented by the Borrower's skin-in-the-game. do Leather :::! Map data IC2021Google Terms of use Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $435,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After o..n.::.ir Value (ARV) (!) $435,000 $434,900 0% ----Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!) $315,000 Loan To Value (!) 162.2%1 Purchase Date03/10/2021Loan To TotalProject140.3%1 VALUATION REPORTS The following factors determine in part how the loan was graded: (in descendingorder of importance) LoanTo ARV Score (!) 10 Quality of Valuation Report4 Skin·in-the Game (!) 10 Location8 Borrower Experience5 Borrower Commitment (!)1 GRADEFACTORS RateLoan To ValueLoan Amount Investors PurposeLoan PositionTotal Loan Amount Repayment T-e-rm-s-----------------BORROWER MG WORLDWIDE INVESTMENTS, LLC Carlos Jesus Merino Y Ponce De Leon - principalClick here to view the LRO Agreement INVEST NOW Balloon payment-principal and interest returned on repayment I due at maturity. $157,070 Refinance Cash Out

 PS-1155 

 

 

Purpose Total Loan Amount Repayment Terms Loan Position $ , BORROWER . . ------------------------------------------------------------Game G) Project Cost G) 1 Vi ew larger map f Blazers !a Gardner,KS 66030 Borrower intends to sell the property to repay the Groundfloor loan. Meadowbrook r< (I) (I) ges M d 1 Click here to view the LRO Agreement 2021 Terms of Use ap a a 1,!;,1' ,..1 ""'""'""'""' Value of Properties G)Total Debt G) Completed Projects G) Revenue G) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Completed Projects Average Project 1'---o-_month-----'s 11 0.0% 1 $0 CONTAINED THEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION lHF COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THFVAlUATION SOURCESORANYOfHERMATfRIALSPROVIDEDBYTHF BORROWER. WHILEWEBFLIEVE THE DAfA ESTATE CAPITAL PARTNERS LLCFINANCIAL DATAPROJECTS/ REVENUE date: DATE OF FORMATION * 12/15/2020 Unsold Inventory G)Aged Inventory G)Gross Margin% G) PRINCIPAL Brian Jones FOCUS Single Family Loans Funded G)Loans Repaid G)Per Year G)R evenue G) 1'----3_11°IIoII$O On Time Average Project Average Total Repayment G)Time G)Project Costs G) Reporting period: three years ending 2020 0.0% Reporting period:2020 03/31/21 Reporting MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April S,2021by Groundfloor Finance Inc. ("Groundfloor;' "we;·"us," or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the proper ty may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will requir e permitting, and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such, the Borrower's average revenue,costs, and margins cannot be calculated. • The Principal has not yet completed or sold any projects. As such, the Principal's average revenue,costs,and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spr ead' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29, 2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. PROPERTY DESCR IPTION W JoiiOfiOO I Sl z Z:EAddress: 314 WEST MAlN ST.,GARDNER.KS 66030 z !i' 314 W Main St,The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the ·habilitation Hospital "t)i VI Parto. Sl 0MedicalLod Go 91eWW111rr11n ,f INVEST NOW Ga As Complete (ARV) $237,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps VALUATI ON REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) Loan ToARVScore G)10 Quality of Valuation Report4 Skin-in-the-Game G)10 Location8 Borrower Experience5 Borrower Commitment G)1 GRADEFACTORS FINANCIAL OVERVIEW After $237,000 TotalCosts G)$201,780 0% ----Skin-in-theFirst Lien LoanCushion G) Purchase Price G)$147,500LoanToARV G)68.3% Loan To Total Purchase Date 04/08/2021 79.6% RateLoanToARV Loan AmountInvestors F_ir-st_L_i_e_n ---'II 161780 '-Estate CaQital Partners LLC Brian Jones-principal Click here to view the LRO Agreement INVEST NOW r----'-8-la-'-lo_o_n_p_a_y_m_e_n_t---p-ri-nc-i-pa_l_an__d_ni -t-e-re-s---.t returned on repayment I due at maturity. Purchase& Renovation

 PS-1156 

 

 

Purpose Loan Position Total Loan Amount Repayment Terms $165 650 , BORROWER _ . . ------------------------------$280,000 Project Cost (!) .. ' ill View larger mapE>.r.s-, .,.,. The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the 5644 Morgan Ford Rd. ,.... T .f w. ... .... E\ Click here to view the LRO Agreement Map data ©2021 Google Terms of Use Report a map error * 'INFORMATION BELOW ISSUPPLIED BYTHE BORROWER ANDIS NOT VERIFIED. BORROWERS REPRESENT AND WARRANT THAT INFORMATIONSUPPLIED IS ACCURATE. Value of Properties (!)TotalDebt (!) Revenue (!) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Completed ProjectsAverage Project I...._2_11 II 1 II o $177.SK CONTAINED THEREINIS HELPFv ,WE DONOT vSE IT AS THE SOLE BASIS FORA FUNDING DECISIO HE COMPANY PLAYED NO ROLE IN THE PREPARATIOI'I OF ANY OF HEVALJATIONSOvRCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THEDATA ANDERSON & JAMES INVESTMENTS FINANCIAL DATAPROJECTS / REVENUE INC DATE OF FORMATION * 10/07/2019 Unsold Inventory (!) Aged Inventory (!)Gross Margin% (!) PRINCIPAL Leonard Anderson FOCUS Fix & Flip Loans Funded (!)Loans Repaid (!) Per Year (!) Revenue (!) On Time Average ProjectAverage Total Repayment (!) Time (!) Project Costs (!) IO.O"J.: I._ 6_m_on_th_s_ . l$121K drs ending 2020 28.0% $390K $150K Reporting period:2020 Reporfngdate:03 31121 UNLESS NOTEDWITH A BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April14,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us·:or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualiflcation Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. PROPERTY DESCRIPTION !._bAddress: 5644 MORGANFORD RD,ST.LOUIS, MO 63116 .... <> t• St.Louis,MO 63116 Borrower intends to sell the property to repay the Groundfloor loan. b thews Cemetery The Stel ar Hog m o glee.bql INVEST NOW lQC }".-.G As Complete (ARV) A I I Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance} LoanTo ARV Score (!) 10 Quality of Valuation Report 4 Skin in·the Game (!)10 Location8 Borrower Experience5 Borrower Commitment (!) 1 GRADE FACTORS FINANCIAL OVERVIEW After Repair Value (ARV) (!) $280,000 $184,150 0% ----Skin-in-the·First Lien LoanCushion (!) Game(!) Purchase Price $120,000 LoanToARV (!}59.2% Purchase Date 04/14/2021Loan To Total 89.7% RateProjected TermLoanToARV Loan Amount Investors L F_ir_s_t L_ie_n_---'II Anderson & James Investments Inc Leonard Anderson-principal Click here to view the LRO Agreement INVEST NOW r---8'-a.l:.l._o_o_n_p_a_y_m_e_n_t - pr-inc-ipa_l_a_n_d_in-tere-s-t--, returned on repayment I due at maturity. Purchase & Renovation

 PS-1157 

 

 

6 ------------------------------------------------------------Project Cost (!) Address: 975 NORTH MAIN STREET.WATERBURY,CT 06704 · .Vi w larger map .s Waterbury,CT 06704 4.... • Borrower intends to sell the property to repay the Groundfloor loan. .s;. T Activ1ty League INGAPIRCA Mama Sue's K1R.Ie 1 ' _, Value of Properties (!) TotalDebt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project I. 2_11 II 2 o II $250K 1 0.0% IL 6_m_on_th_s_--'ll $125K CONTAINED THEREINIS HELPFuL.WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THE COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THE VALUATION SOuRCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA * BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. PAULEMA ACQUISITION GROUP LLCFINANCIAL DATAPROJECTS/REVENUE RrtR t DATE OF FORMATION * 10/22/2019 Gross Margin% (!) PRNI CIPAL Robenson Paulema FOCUS Multifamily 2-4 Units Loans Funded (!) Loans Repaid (!) Per Year (!) Revenue (!) On Time Average ProjectAverage Total Repayment (!) Time (!) Project Costs (!) Report:ng per'od:three years ending 2020 67.0% $303K $210K ) •() /21 ,INFORMATION BELOW IS SUPPLIED BY THE BORROWER ANDIS NOT VERIFIED. UNLESS NOTEDWI TH A BORROWER SUMMARY M ISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on AprilS,2021by Groundfloor Finance Inc.("Groundfloor;'"we;·"us," or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. PROPERTY DESCRIPTION t; 975 N Main St, The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the .,.. < ftWaterbury Police c.o<r"" S1 o, "" Map data 021Google Terms of UseClick here to view the LRO Agreement INVEST NOW As Complete (ARV) $290,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps VALUATION REPORTS The following factors determine in part how the loan was graded: (in descendingorder of importance) LoanToARVScore (!) 10 Quality of Valuation Report 4 Skin-in-the-Game (!) 10 Location8 Borrower Experience5 Borrower Commitment (!) 1 GRADEFACTORS FINANCIAL OVERVIEW $290,000 Total Project Costs (!) $193,800 0% ----Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!) $55,000LoanToARV (!} 57.2% Purchase Date04/05/2021Loan To Total 85.1% RateProjected TermLoanToARV Loan Amount Investors PurposeLoan Position Total Loan Amount Repayment Terms F_ri_st_L_i_e_n _, I $l S,SOO BORROWER '-. . Paulema AcQuisition GrouR LLC Robenson Paulema-principal Click here to view the LRO Agreement INVEST NOW r--8'--al-'--lo_o_n_p_a_y_m_e_n_t-_-p-ir-nc-i-pa_l_a_n_d_ni -t-e-re_s ,t returned on repayment I due at maturity. Purchase & Renovation

 PS-1158 

 

 

1 7 570 I I Project Cost PROPERTY DESCRIPTION View larger map ' The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the "' "' McKoy 3: !i f 2! m Map d.ata ®2021 Terms of Us·-Report a map e 0 e rror Revenue (2) Total Debt ® HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Brenda Wyatt Completed Projects Average Project Ll _ ----'II II CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCESOR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. GA GROWTH 1838503 439 3RD AVEFINANCIAL DATA PROJECTS / REVENUE LLC DATE OF FORMATION * 08/04/2020 Gross Margin% ® IPRINCIPAL FOCUS Fix &Fiip Loans Funded (2)Loans Repaid (2)PerYear (2)Revenue ® 4 02 II$388K On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 10.0% _'-l _ 5_m_o_nt_h_s ,ll$270K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 23,2021by Groundfloor Finance Inc.("Groundfloor ·"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the third draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project,each representing subsequent draws. The loans will range from $167,570 to $250,000.The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The Principal has not yet completed or sold any projects.As such,the Principal's average revenue,costs,and margins cannot be calculated. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. Universal Joint Decatur Address: 439 3RD AVE #3,DECATUR,GA 30030 • V/HtU SI "Borrower intends to sellthe property to repay the Groundfloor loan. -i 0,... zGo19leClick here to view the LRO Agreement INVE5TNOW FINANCIAL OVERVIEW After Value$950,000 TotalCosts $701,650 $116,500 0%----Skin-in-the-First li en oan Cushion (2) Game (2) Purchase Price$380,000loan ToARV 61.6% Purchase Date04/23/2021loan To Total82.7% (2) (2) (2) VALUATION REPORTS As Complete (ARV) $950,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score (2)10 Quality of ValuationReport4 Skin-in-the-Game (2)10 location8 Borrower Experience5 Borrower Commitment (2)1 Rate Projected Ter m oan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $ 6 , ,..B=:a..:.:.clo.l :.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. GA GROWTH 1838503 439 ' 3RDAVE LLC Brenda Wyatt - principalClick here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1159 

 

 

7 580 BORROWER L Game CD Project Cost Address: 439 3RD AVE #2,DECATUR,GA 30030 ' The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the " ' !"L' McKoy .!! 0 ,... Click here to view the LRO Agreement m Map data ®2021 Terms of Us·e-Report amap error GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Brenda Wyatt Completed Projects Average Project _ -------'11 ° II L, l CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESOR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. GA GROWTH 1838503 439 3RO AVEFINANCIAL DATA PROJECTS /REVENUE LLC DATE OF FORMATION * 08/04/2020 Gross Margin% CD IPRINCIPAL FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPer Year CDRevenue CD 4 2 II $388K On Time Average Project Average Total Repayment CDTime CDProject Costs CD 10.0% Ll 5_m_o_nt_h_s ,ll$270K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 23,2021by Groundfloor Finance Inc.("Groundfloor;·"we," "us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project, each representing subsequent draws. The loans will range from $167,570 to $250,000.The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The Borrower has not completed or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION ,,, View larger map Universal Joint Decatur .. VIHdl SI "Borrower intends to sellthe property to repay the Groundfloor loan. i fl:i •z Go -gle INVEST NOW As Complete (ARV) $950,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$950,000 TotalProject Costs CD$701,650 $116,500 0% ----Skin-in-theFirst li en Loan Cushion CD Purchase Price $380,000Loan To ARV 61.6% Purchase Date 04/23/2021 Loan To Total82.7% CD CD CD VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report4 Skin-in-the-Game CD 10 location8 Borrower Experience5 Borrower Commitment CD1 GRADE FACTORS Rate loan ToARV loan AmountInvestors Purpose loan Position Total oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $16 , r--'Ba-"l'l-o_o_n_pa_y_m_en--t--p-r-in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, . . returned on repayment/ due at maturity. GA GROWTH 1838503 439 3RDAVELLC Brenda Wyatt - principalClick here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1160 

 

 

,__ F_ir_s_t_Li_e_n _,l I $ 6 , ;..=B:..::al-'-'1o:..:.on::.c:.p..:..a:.:..:y.:..:cm:e._n_t_p--ri_nc_i_p_al_a_n_d_i_nte_r_est--, returned on repayment/ due at maturity. _ . . BORROWER Mowbray Rowand-principal FINANCIAL OVERVIEW Project Cost PROPERTY DESCRIPTION View larger map 410 Utoy Cir SW, Greene (;lo. gle MISCELLANEOUS BORROWER SUMMARY BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. Revenue ® Total Debt (2) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Mowbray Rowand Completed Projects Average Project On Time Average Project Average Total CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESORANYOTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA THE ROWAND GROUP LLC FINANCI AL DATA PROJECTS / REVENUE DATE OF FORMATION * 10/18/2018 Gross Margin% ® IPRINCIPAL FOCUS Single FamilyLoans Funded ® Loans Repaid ® PerYear ® Revenue (2) '----14-----'11°II3 II$250K Repayment ® Time (2)Project Costs (2) 10.0% '-l6_m_o_nt_hs___,II$130K Reporting period:three years ending 2020 44.0% $985.8K Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc. ("Groundfloor," "we;·"us," or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower is using $53,738 of the loan proceeds to pay off an existing loan that was used to acquire the property. Groundfloor will assume the first lien position.The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FiliNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. Address: 410 UTOYCIRCLE SOUTHWEST, ATLANTA, GA30331 Herbert The Borrower intends to use the loan proceeds to renovate the property. Upon completion,the Borrower AllanIa,GA 30331 W Iintends to sell the property to repay the Groundfloor loan. \ltoy c, .........Map data ®2021 Goog!e Terms of Use Report a map error Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $260,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps $260,000 TotalCosts$206,590 $39,000 0% Skin-in-theFirst li en LoanCushion (2) Game (2) Purchase Price $102,000Loan To ARV 64.5% Purchase Date09/03/2020Loan To Total80.4% (2) {2) (2) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of Valuation Report4 Skin-in-the-Game (2) 10 location8 Borrower Experience5 Borrower Commitment (2)1 GRADE FACTORS Rate Projected Termoan ToARVloan AmountInvestors Purposeloan Position Total oan Amount Repayment Terms 1 7 590 The Rowand GrOUP-LLC Click here to view the LRO Agreement INVEST NOW Refinance Rehab

 PS-1161 

 

 

Purpose Loan Position Total Loan Amount Repayment Terms BORROWER $176 460 , . . '-JC EZ Construction LLC --------------------------------------------------------------89.2% 04/09/2021 Purchase Date Project Cost (!} Cell View larger map IS ?:-triJ/4.ve c;; fll Dr • c.o. ¢ The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the c:; V•sta Ave § z0 j EAGA N P ARK Click here to view the LRO Agreement Map data ®2021 Terms of Use Total Debt (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project I._ 1 _11 II 1 o II $407.4K CONTAINED THEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THE COMPANY PLAYEDNO ROLE IN THE PREPARATION OF ANY OF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BEL EVE THE DATA BORROWERS REPRESENT ANDWARRANT THAT INFORMATION SUPPLIED IS ACCURATE. JC EZ CONSTRUCTION llCFINANCIAL DATAPROJECTS/ REVENUE Reportingdate:03/31/21 Reporting DATE OF FORMATION * 04/11/2016 Unsold Inventory (!)Aged Inventory (!) Gross Margin % (!) PRINCIPAL Jeffery Cufty Reporting FOCUS Fix& Fiip Loans Funded (!)Loans Repaid (!)Per Year (!)Revenue (!) On TimeAverage Project Average Total Repayment (!)Time (!)Project Costs (!) 10.0% I.__ 1_6_m_o_nt_hs_ _.ll$264.3K period:three years ending2020 0.0% period:2020 UNLESS NOTED WITH A * 'INFORMATION BELOW IS SUPPLIED BY THE BORROWER AND IS NOT VERIFIED. BORROWER SUMMARY MISCEllANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 9,2021by Groundfloor Finance Inc. ("Groundfloor;· "we;·"us," or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such, the Borrower's average revenue,costs,and margins cannot be calculated. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower, provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular. Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project,each representing subsequent draws.The loans will range from $176,000 to $177,000.The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundtloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Offering Circular for further discussion of general risk factors. ClOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FlUNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. f:.'"Dr • "' Address: 1423 VESTA TERRACE #1, ATLANTA, GA 30344 •taAve.. &; eBorrower intends to sell the property to repay the Groundtloor loan. l!1Eubonkl Ave Mftcer Ave Go gle ... .. . INVEST NOW !: 1 YIIIJha As Complete (ARV) $517,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps VAlUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) Loan ToARVScore (!)10 Quality of Valuation Report 4 Skin-in-the-Game (!)10 Location 8 Borrower Experience5 Borrower Commitment (!) 1 GRADEFACTORS F INANCIAlOVERVIEW After Re$517,000 $393,920 0% ---Skin-in-the First Lien Loan Cushion (!) Game (!) Purchase Price (!} $178,000Loan To ARV (!} 68.3% Loan To Total RateProjected Term Loan ToARV Loan Amount Investors F_ri_s_t_u_e_n _IJI Jeffery Cufty-principal Click here to view the LRO Agreement INVEST NOW r--'-B-la.:.._lo_o_n_p_a_y_m_e_n_t-_-pr--inc-i-pa_l_a_n_d_ni -t-ere-_s ,t returned on repayment I due at maturity. Purchase& Renovation

 PS-1162 

 

 

6 60 JC EZ Construction LLC --------------------------------------------------------------Project Cost Vi ew larger map •· cS f!fltra1"" .;;; 1'1)Dr esta A ve •.. SUAve .. c :r E !: "0 i Borrower intends to sell the property to repay the Groundfloor loan. .;;; ".. .. z0 Mtreet' Ave Go gle Click here to view the LRO Agreement Map data ©2021 Terms of Use Value of Properties (!) TotalDebt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES b Completed Projects Average Project THE COMPANY PlAYED NO ROLE IN THEPREPARATION OF ANY OF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDEDBY THE BORROWER. WHILE WE BELIEVE THE DATA CONTAINED THEREIN IS HELPFUL,WEDO NOT USE IT AS THE SOLE BASIS FORA FUNDING DEC SION. BORROWER SUMMARY UNLESS NOTED WITH A *,INFORMATION BELOW IS SUPPLIEDBY THE BORROWER AND IS NOT VERIFIED. BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLIEDIS ACCURATE. JC EZ CONSTRUCTION llCFINANCIAL DATAPROJECTS I REVENUE DATE OF FORMATION * 04/11/2016 Gross Margin % (!) PRINCIPAL Jeffery Cuffy FOCUS Fix&FiipLoans Funded (!)Loans Repaid (!) PerYear (!)Revenue (!) IL___ 1 .JIIoII 1II $407.4K On Time Average Project Average Total Repayment (!)Time (!)Project Costs (!) I0.0%IL.___16_m_o_n_th_s__JII$264.3K ,ending 2020 0.0% 121 PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April9,2021by Groundfloor Finance Inc.("Groundfloor:·"we," "us;·or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such.the Borrower's average revenue, costs,and margins cannot be calculated. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capitalor credit facilities as and when requested by the Borrower, provided conditions for each draw are met as described in our Offering Circular. Once a draw has been approved and funded,we will then sell the corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw, but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project,each representing subsequent draws.The loans will range from $176,000 to $177,000.The FinancialOverview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property.All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principalamount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION I"':.' 11 Dr c.•ur Address: 1423 VESTA TERRACE #2,ATLANTA. GA 30344 1''9taf!1:' ..s.c"o'The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the V ..... !!!'"Eubanls Ave EAGAN PARK !" INVEST NOW As Complete (ARV) $517,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps Certified Independent Appraisal VAlUATION REPORTS The following factors determine in part how the loan was graded: (in descendingorder of importance) LoanToARVScore (!)10 Quality of Valuation Report 4 Skin-in-the-Game (!)10 Location 8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS FINANCIAOl VERVIEW After Repair Value (ARV) (!)$517,000 Total Skin-in-the First Lien Loan Cushion(!) Game(!) Purchase Price $178,000LoanToARV68.3% Purchase Date 04/09/2021Loan ToTotal 89.2% RateProjected Term LoanToARV Loan Amount Investors Purpose Loan Position Total Loan Amount Repayment Terms BORROWER L _F_ir_st_L_i_en_ J]] $1? ,4 _ . . Jeffery Cuffy - principal Click here to view the LRO Agreement INVEST NOW .--'8a.l:.l_o_o_n_p_a_y_m_e_n_t - pr-inc_i_pa-l_a_n_d-in_t_ere-s---,t returned on repayment I due at maturity. Purchase & Renovation

 PS-1163 

 

 

9 500 I - Skin-in-the-Game Q) 10 Project Cost MRS T T - View larger map Total Debt Q) Revenue Q) Natalia Rodriguez Compl eted Projects Average Project ° II L..,l _ ----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUAT ION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER. WHILE WE BEUEVETHE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ANR GROUP & TRUST LLC FINANCIAL DATAPROJECTS /REVENUE DATE OF FORMATION * 12/07/2019 Gross Margin% Q) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Fix&Fiip Loans Funded Q)Loans Repaid Q)PerYear Q)Revenue Q) 1 1 II$125K On TimeAverage Project Average Total Repayment Q)Time Q)Project Costs Q) 10.0% '--9-m__on_th_s_ _,ll $60K Reportingperiod:three years ending 2020 30.0% $540K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 27,2021by Groundfloor Finance Inc.("Groundfloor;·"we;' "us;·or"our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $179,500 to $179,570.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform, each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircular for further discussion of general ri sk factors. CLOSING CONOITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION G. Michael Swor,m t.J\·"···, ,:.:-.·Address: 2201S TUTTLE AVE #1,SARASOTA, FL 34239 Hyde Pwk StHydt Park S! The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sellthe property to repay the Groundfloor loan. Clemau.sst Nistrl.i.s, biscusst >unnyskteSt Map data ®2021 Goog!e 1 Terms of Use Report amap errorClick here to view the LRO Agreement INVEST NOW As Complete (ARV) $510,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps FINANCIAL OVERVIEW After Value $510,000 TotalProject Costs Q)$402,070 $43,000 0%----Skin-in-the-First lien oan Cushion Q) Game Q) Purchase Price $265,000loan ToARV70.4% Purchase DateTBD loan To Total89.0% Q) Q) Q) VALUATION REPORTS GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score Q)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment Q)1 Rate Projected Term loan ToARV loan AmountInvestors Purpose loan Position Totalloan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,ll $17 , ,..B=:a...:.cl.l:o.:o. =.:n.:..p..:.:a.:y.:.:m.:.::.e._n_-t--p-r in_c_i_pa_la_n_d_i_nte_r_e_s-t-, BORROWER_ . . returned on repayment/ due at maturity. ANR GROUP & TRUST LLC ' Natalia Rodri guez-principal Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1164 

 

 

 F_ir_s_t _Li_e_n _JII $17 , ,--:8a-.:l..o..l_o_n_p_a_y_m_e_n_t p ri_n_ci_p_al_a_n_d_i_nte_r_est--, BORROWER . . returned on repayment!due at maturity. FINANCIAL OVERVIEW - Skin-in-the-Game (!) 10 Project Cost PROPERTY DESCRIPTION View larger map MRS T MISCELLANEOUS BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. Revenue (!) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Natalia Rodriguez Compl eted ProjectsAverage Project II II ° 1------'11 1 Ll $125K --'II 1 0.0% $60K IN CONTAINEDTHEREIN IS HELPFULWE DONOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THE PREPARATIONOF ANYOF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA THECOMPANYPLAYED NO ROLE ANR GROUP & TRUST LLCFINANCIAL DATA PROJECTS I REVENUE DATE OF FORMATION * 12/07/2019 Gross Margin% (!) IPRINCIPAL FOCUS Fix & Fiip Loans Funded (!) Loans Repaid (!)PerYear (!)Revenue (!) On TimeAverage Project Average Total Repayment (!)Time (!) Project Costs (!) Ll _ 9_m_o_nt_hs_ Reportingperiod:three years ending 2020 30.0% $540K Reportingperiod:2020 Reportingdate:03/31/21 PROJECT SPECIFIC RISK FACTORS o The Borrower was advanced the money it needed to purchase this property on April 27,2021by Groundfloor Finance Inc.("Groundfloor ·"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. o The renovati on will require permitting,and permits may not be obtained on time or may be denied. o There will be multiple l oans on this project,each representing subsequent draws. The loans will range from $179,500 to $179,570.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. o This loan represents the second draw for the construction project and is secured by an individual note. o Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform, each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. o The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investingin LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. o Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONDITIONS o Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION o The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. G. Michael Swor,lEIAddress: 22D1S TUTTLE AVE #2,SARASOTA, FL 34239 Hyde ParkSt The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sellthe property to repay the Groundfloor loan. Clematis St NIS"fer SI -Ytbiscus St >unnys;dtSt Map data ®2021 Goog!e 1 Terms of Use Report amap errorClick here to view the LRO Agreement INVEST NOW As Complete (ARV) $510,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After Repair Value (ARV) (!)$510,000 Total· Costs $402,070 $43,000 0% ----Skin-in-theFirst lien Loan Cushion (!) Game (!) Purchase Price $265,000Loan ToARV 70.4% Purchase Date04/27/2021Loan To Total89.0% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (!)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS Rate loan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms 9 570 L ANR GROUP & TRUST LLC Natalia Rodri guez - principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1165 

 

 

 

 PS-1166 

 

 

8 , . . returned on repayme nt/ due at maturity. - Skin-in-the-Game CD 10 04/21/2021 89.6% Purchase Date Project Cost PROPERTY DESCRIPTION ,._ rt-· View large lingO.... aterT The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon completion,the "T" CfO$S Rtf Greei\'Krfoll Grill Go illej T . . - Map data ®2021 Terms of Use Report amap error Value of Properties CDTotal Debt CD Revenue CD GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Willie J Stevens Compl eted Projects Average Project _ ------'11 ° II L.,l CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUAT ION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. POSH REALTY INVESTORS LLC FINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 04/18/2019 Gross Margin% CD IPRINCIPAL FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPerYear CDRevenue CD 12 II$712.5K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0% _'-l _ 1 o mon_th_s ,ll$542K Reportingperiod:three years ending 2020 36.0% $605K $960K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS o The Borrower was advanced the money it needed to purchase this property on April 21,2021by Groundfloor Finance Inc.("Groundfloor;"we; "us·;or"our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovati on of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovati on will require permitting,and permits may not be obtained on time or may be denied. o Thi s loan represents the third draw for the constructi on project and is secured by an individual note. o Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform, each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. o There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $180,000 to $230,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial pi cture of the project. o The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investingin LROs corresponding to notes secured by thi s property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. o Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONOITIONS o Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. Address: 235 ORCHARD STREET #3,BRIDGEWATER TOWNSHIP, NJ 08807 r map Lipari ;ools 9 Borrower intends to sellthe property to repay the Groundfloor loan. Green Knoll "' ,T::.r r::l!n f"r1n11nn Click here to view the LRO Agreement ---INVEST NOW As Complete (ARV) $855,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$855,000 TotalProject Costs CD$665,540 $67,250 0%----Skin-in-the-First lien loanCushion CD Game CD Purchase Price $296,000Loan To ARV70.0% Loan To Total CD CD CD VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score CD10 Quality of Valuation Report 4 location8 Borrower Experience5 Borrower Commitment CD1 GRADE FACTORS Rate loanToARVloan Amount Investors Purpose loan Position Total oan Amount Repayment Terms BORROWER F_i_rs_t_L_ie_n JII $1 6 190 r-B-'a"l'l-o_o_n_pa_y_m_en-t --p--rin_c_i_p_al_a_n_d_i_nte_r_e_s-t-, L Posh RealtY. Investors LLC Willie J Stevens-principal Cli ck here to view the LRO Agreement INVEST NOW Pu rchase & Renovation

 PS-1167 

 

 

BORROWER 7 100 L - 10 Skin-in-the-Game (!) Project Cost ..rt-· View larger map Address: 235 ORCHARD STREET #2,BRIDGEWATER TOWNSHIP, NJ 08807 1ingD···-ater T Lipari ;ools9 The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sellthe property to repay the Groundfloor loan. - t!l croiS Ret TGreen-Kn'oll Grill, en Knoll G Go gle,y. .....-.:::. r Tr:=tnc::f'ru'\1 1nn - Click here to vi ew the LRO Agreement Map data ®2021 Terms of Use Report amap error Revenue <!> Value of Properties (!) Total Debt (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Willie J Stevens Compl eted Projects Average Project ° II '-----1 ------'11 CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA UNLESSNOTEDWITHA 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. POSH REALTY INVESTORS LLC FINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 04/18/2019 Gross Margin% (!) IPRINCIPAL FOCUS Fix &Fiip Loans Funded (!) Loans Repaid (!) PerYear (!) Revenue <!> 12 II $712.5K On TimeAverage Project Average Total Repayment (!)Time (!) Project Costs (!) 10.0% '-I10_m_o_n_th_s__,ll$542K Reportingperiod:three years ending 2020 36.0% $605K $960K Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 21,2021by Groundfloor Finance Inc.("Groundfloor;·"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform, each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project,each representing subsequent draws. The loans will range from $180,000 to $230,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial pi cture of the project • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONOITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Pl atform. MISCELLANEOUS INVEST NOW re --, - PROPERTY DESCRIPTION As Complete (ARV) $855,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (!) $855,000 TotalProject Costs (!) $665,540 $67,250 0%----Skin-in-the-First lien Loan Cushion (!) Game (!) Purchase Price $296,000Loan To ARV70.0% Purchase Date04/21/2021Loan To Total89.6% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance) Loan To ARV Score (!)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS FINANCIAL OVERVIEW Rate loan ToARV loan Amount Purpose loan PositionTotal oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $18 ,,--:Ba-..l:.l..o_o_n_pay_m_en__t -p_ -r inc_i_p_al_a_n_d_i_nte_r_e_s-t-, . . returned on repayment!due at maturity. Posh RealtY. Investors LLC Willie J Stevens - principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1168 

 

 

1100 BORROWER L I - Skin-in-the-Game CD 10 Project Cost A View larger map : K "'' The Borrower intends to use the loan proceeds to renovate the property. Upon completion,the Borrower J" 878 N Grand Ave NW, Bank of America Cf) eauty Supply' e , • Map data ®2021 Terms of Use Report a map error Value of Properties CDTotal Debt CD Revenue CD HISTORICAL AVERAGES GROUNDFLOOR HISTORY * llka Murray Completed Projects Average Project CONTAINEDTHEREIN IS HELPFUL,WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA * ,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. DOYLE AND MURRAY INVESTMENTS, FINANCIAL DATAPROJECTS / REVENUE LLC DATE OF FORMATION * 12/08/2020 Gross Margin% CD IPRINCIPAL FOCUS Single FamilyLoans Funded CDLoans Repaid CDPerYear CDRevenue CD L.,l _1 -----'II 0II3 II$164.8K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0% _'-l _ 7_m_o_nt_h_s ,ll$155.5K Reporting period:three years ending 2020 10.0% $344K $1.2M $2.1M Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April27,2021by Groundfloor Finance Inc.("Groundfloor';"we;·"us;'or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower is using $154,501.02 ofthe loan proceeds to pay off an existing loan that was used to acquire the property. Groundfloorwill assume the first lien position.The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. OEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FiliNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 878 NORTH GRAND AVE NW, ATLANTA, GA 30318 • .!? Atlanta,GA 30318 intends to sell the property to repay the Groundfloor loan. 111 \ATM (Drive-thru) Fami Click here to view the LRO Agreement - --g l INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $273,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After Repair Value (ARV) CD$273,000 TotalProject Costs CD$213,650 $22,550 0%----Skin-in-the-First lien LoanCushion CD Game CD Purchase Price $175,000Loan To ARV 70.0% Purchase Date02/10/2020Loan To Total89.0% CD CD CD VALUATION REPORTS FINANCIAL OVERVIEW GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report4 location8 Borrower Experience5 Borrower Commitment CD1 RateloanToARVloan Amount Purpose loan Position Total oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $19 ,r -B-'a"l'l-o_o_n_pa_y_m_en--t--p-r-in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, . . returned on repayment/ due at maturity. Dov.le and Murrav. lnvestments, LLC llka Murray-principalClick here to view the LRO Agreement INVEST NOW Refinance Rehab

 PS-1169 

 

 

9 , r--'Ba.-.l:.l..o_o_n_pay_m_e_n_t-p_ -ri nc_i_p_a_l a_n_d_i_nte_r_e_s-t-, retu rned on repayment!due at maturi ty. . . FINANCIAL OVERVIEW - Borrower Experience 5 Project Cost PROPERTY DESCRIPTION View larger map I Otr al Ave Point,GA 30344 Borrower i ntends to sellthe property to repay the Groundfloor loan. The and Pastries T Click here to view the LRO Agreement ICal Center Scutt" Map data ®2021 Terms of Use :Report a map error MISCELLANEOUS BORROWER SUMMARY UNLESSNOTEDWITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. Total Debt (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Ashlynn Williams Compl eted ProjectsAverage Project ° o '-----1 ------'11 II II $O CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANY PLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESORANYOTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA WILL & WELLS INVESTMENT FIRM,LLCFINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 03/16/2020 Gross Margin% (!) IPRINCIPAL FOCUS Single FamilyLoans Funded (!) Loans Repaid (!) PerYear (!) Revenue (!) 1 On TimeAverage Project Average Total Repayment (!) Time (!) Project Costs (!) 10.0%L,lo months----'II$0 Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money i t needed to purchase this property on Apri l 22,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.I f this offering is fully subscri bed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. o The renovati on will require permi tti ng,and permi ts may not be obtained on time or may be denied. o The Borrower has not compl eted or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. o The Principal has not yet compl eted or sold any projects.As such,the Principal's average revenue,costs,and margins cannot be calculated. o Please consult the Offering Circul ar for further discussi on of general ri sk factors. CLOSING CONOITIONS o Loan is conditi oned upon a clean ti tle search and valid ti tle i nsurance at the time of close. DEVElOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FiliNG INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,201 7 (each,as amended and supplemented from time to time),including the documents i ncorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. ............_........ ii '!lAddress: 2630JEWEL STREET, EAST POINT,GA 30344 'School ,2630 Jewel S1,EastThe Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the II w or Chick-fil-A lkhlas Seafoods m . Wellstar Atlanta «:) G%-'gl - l.evand Ave -·"' INVEST NOW As Complete (ARV) $285,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps After Repair Value (ARV) (!) $285,000 $39,450 TotalCosts $245,550 0%----Skin-in-the-First lien Loan Cushion (!) Game (!) Purchase Price $148,500Loan ToARV 68.9% Purchase Date04/22/2021Loan To Total79.3% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (!) 10 Quality of ValuationReport4 Skin-in-the-Game (!) 10 location8 Borrower Commitment (!) 1 GRADE FACTORS Rate loan ToARV loan Amount Purpose loan Position Total oan Amount Repayment Terms BORROWER F_i_rs_t_L_i e_n JII $1 6 350 Will & Wells Investment Firm, L lC Ashlynn Williams - principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1170 

 

 

BORROWER The Rowand GrOUP-LLC Project Cost View larger map i The Borrower intends to use the loan proceeds to renovate the property. Upon completion,the Borrower 1305 Epworth St SW, Go kland City Transit(!) I , MISCELLANEOUS Total Debt Q) Revenue Q) Mowbray Rowand Completed Projects Average Project ° '-----1 -----'11 II CONTAINEDTHEREIN IS HELPFULWE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. THE ROWAND GROUP LLC FINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 10/18/2018 Gross Margin% Q) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Single FamilyLoans Funded Q)Loans Repaid Q)PerYear Q) Revenue Q) 43 II$250K On TimeAverage ProjectAverage Total Repayment Q) Time Q)Project Costs Q) 10.0% '-l6_m_o_nt_hs___,II$130K Reportingperiod:three years ending 2020 44.0% $985.8K Reportingperiod:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA * ,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWER SUMMARY PROJECT SPECFI IC RISK FACTORS o The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc. ("Groundfloor," "we·;"us·;or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. o The renovation of the property may be extensive,and therefore subject to del ays and other unexpected issues. o The renovation will require permitting,and permits may not be obtained on time or may be denied. o The Borrower is using $73,080.74 of the loan proceeds to pay off an existing loan that was used to acquire the property. Groundfloor will assume the first lien position.The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. o Please consult the Offering Circul ar for further discussion of general risk factors. CLOSING CONOITIONS o Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. AvonAveswAvonAveSWAddress: 1305 EPWORTH STREET SOUTHWEST, ATLANTA,GA 30310 ! Atlanta,GA 30310 intends to sell the property to repay the Groundfloor loan. LL S 'I@) Map data ®2021 Terms of Use Report a map errorClick here to view the LRO Agreement INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $399,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps $399,000 TotalProject Costs Q) $236,410 $40,000 0% Skin-in-the First Lien LoanCushion Q) Game Q) Purchase Price$86,000Loan ToARV49.2% Purchase Date09/04/2020Loan To Total82.4% Q) Q) Q) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score Q) 10 Quality of ValuationReport4 Skin-in-the·Game Q) 10 Location 8 Borrower Experience5 Borrower Commitment Q) 1 GRADE FACTORS FINANCIAL OVERVIEW RateProjected TermLoan ToARV Loan Amount Investors Purpose Loan Position TotalLoan Amount Repayment Terms '----Fi_rs_t_Le_i_n _,ll $196,410 Mowbray Rowand-principal Click here to view the LRO Agreement INVEST NOW Refinance Rehab Balloon payment - principaland interest returned on repayment/ due at maturity.

 PS-1171 

 

 

1 7 Cli ck here to view the LRO Agreement I I Game Q) Project Cost View larger map :roger ' intends to sell the property to repay the Groundfloor l oan. &6ple 8 Q - GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Brenda Wyatt Compl eted Projects Average Project ° II Ll _ -----'11 CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. GA GROWTH 1779355 31 SCREVEN STFINANCIAL DATAPROJECTS / REVENUE NE LLC DATE OF FORMATION * 03/16/2021 Gross Margin% Q) IPRINCIPAL FOCUS Single FamilyLoans Funded Q)Loans Repaid Q)PerYear Q)Revenue Q) 3 2 II $388K On TimeAverage Project Average Total Repayment Q) Time Q)Project Costs Q) 10.0% _Ll _5_m_o_n_th_s _--'ll$270K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc.("Groundfloor "we;·"us or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not compl eted or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • The Borrower is using $0 of the loan proceeds to pay off an existing loan that was used to acquire the property.Groundfloor willassume the first lien position. The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $197,000 to $198,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Off ering Circul ar for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION noldstown""Address: 31SCREVEN ST NE #2,ATLANTA, GA 30307 ' H"dee St NEED G E WThe Borrower intends to use the l oan proceeds to renovate the property. Upon compl etion,the Borrower ii Map data ®2021 Google Terms of Use R eport a map error Click here to view the LRO Agreement INVEST NOW FINANCIAL OVERVIEW After Value$650,000 TotalProject Costs Q)$509,010 0%----Skin-in-the-First lien oan Cushion Q) Purchase Price$325,000loan ToARV60.6% Purchase Date03/19/2021loan To Total76.6% Q) Q) Q) VALUATION REPORTS As Complete (ARV) $650,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score Q) 10 Quality of ValuationReport4 Skin-in-the-Game Q)10 location8 Borrower Experience5 Borrower Commitment Q)1 RateProjected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $ 9 ,OOO,..B=:a..:.l:.lco.:.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. GAGROWTH 177935531' Screven St NE LLC Brenda Wyatt - principal INVEST NOW Refinance Rehab

 PS-1172 

 

 

 

 PS-1173 

 

 

1 7 10 Cli ck here to view the LRO Agreement I I Game Q) Project Cost View larger map :roger ' intends to sell the property to repay the Groundfloor l oan. &6ple 8 Q - GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Brenda Wyatt Compl eted Projects Average Project ° II Ll _ -----'11 CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. GA GROWTH 1779355 31 SCREVEN STFINANCIAL DATAPROJECTS / REVENUE NE LLC DATE OF FORMATION * 03/16/2021 Gross Margin% Q) IPRINCIPAL FOCUS Single FamilyLoans Funded Q)Loans Repaid Q)PerYear Q)Revenue Q) 3 2 II $388K On TimeAverage Project Average Total Repayment Q) Time Q)Project Costs Q) 10.0% _Ll _5_m_o_n_th_s _--'ll$270K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc.("Groundfloor "we;·"us or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not compl eted or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • The Borrower is using $0 of the loan proceeds to pay off an existing loan that was used to acquire the property.Groundfloor willassume the first lien position. The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $197,000 to $198,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Off ering Circul ar for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION noldstown""Address: 31SCREVEN ST NE #1,ATLANTA, GA 30307 ' H"dee St NEED G E WThe Borrower intends to use the l oan proceeds to renovate the property. Upon compl etion,the Borrower ii Map data ®2021 Googel Terms of Use R eport a map error Click here to view the LRO Agreement INVEST NOW FINANCIAL OVERVIEW After Value$650,000 TotalProject Costs Q)$509,010 0%----Skin-in-the-First lien oan Cushion Q) Purchase Price$325,000loan ToARV60.6% Purchase Date03/19/2021loan To Total76.6% Q) Q) Q) VALUATION REPORTS As Complete (ARV) $650,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score Q) 10 Quality of ValuationReport4 Skin-in-the-Game Q)10 location8 Borrower Experience5 Borrower Commitment Q)1 RateProjected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $ 9 ,O,..B=:a..:.l:.lco.:.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. GAGROWTH 177935531' Screven St NE LLC Brenda Wyatt - principal INVEST NOW Refinance Rehab

 PS-1174 

 

 

9 , . . retu rned on repayment/ due at matu rity. Click here to view the LRO Agreement - Borrower Experience 5 Project Cost View larger map • sNd Click here to view the LRO Agreement Map data ®2021 Goog!e Terms of Use Report a map error •::aio Total Debt (2) Revenue (2) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Darrell Ailsbrooks Completed Projects Average Project o II II $O Ll _ ----'II CONTAINEDTHEREIN IS HELPFULWE DO NOT USEIT AS THE SOLE BASISFORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANYOF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. BIGGS CLOSET LLC FINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 12/10/2016 Gross Margin% (2) IPRINCIPAL FOCUS Multifamily 2-4 Units Loans Funded (2)Loans Repaid (2)Per Year (2)Revenue (2) 10 On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 10.0%Llo month-s----'II$0 Reporting period:three years ending 2020 0.0% Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA * ,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 23,2021by Groundfloor Finance Inc.("Groundfloor;·"we; "us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • The Principal has not yet completed or sold any projects.As such,the Principal's average revenue,costs,and margins cannot be calculated. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Latitude lve£5 yAddress: 443-445 N GARFIELD AVE,COLUMBUS,OH 43203 - - .J The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. Creole Kitchen' mbus Gole...lor(I(IC\1'-.; INVEST NOW - PROPERTY DESCRIPTION As Complete (ARV) $315,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After Repair Value (ARV) (2)$315,000 TotaIProject Costs (2)$248,900 0%----Skin-in-the-First li en Loan Cushion (2) Game (2) Purchase Price $170,000 Loan ToARV 63.1% Purchase Date04/23/2021Loan To Total79.2% (2) (2} (2) VALUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of Valuation Report4 Skin-in-the-Game (2) 10 location8 Borrower Commitment (2)1 GRADE FACTORS FINANCIAL OVERVIEW Rateloan ToARV loan AmountInvestors Purposeloan PositionTotal oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $1 8 900 r-B-'a.:...lol_o_n pa_y_m_en-t --p--r i n_c_i_p_al_a_n_d_i_n_te_r_e_s-t-, L BORROWER Biggs Closet LLC Darrell Allsbrooks - principal INVEST NOW Pu rchase & Renovation

 PS-1175 

 

 

9 320 BORROWER L Busayo Kayode-principal I - Skin-in-the-Game CD 10 Project Cost View larger map • Nakata Japanese The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. Grindhousem :iller Burgers T tt's Rib Shack. Value of Properties CDTotal Debt CD Revenue CD Busayo Kayode Completed Projects Average Project II L.,l _ ------'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUAT ION SOURCESOR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ARIBITI WORKS LLCFINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 08/22/2018 Gross Margin% CD IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Fix &FiipLoans Funded CDLoans Repaid CDPerYear CDRevenue CD 3 2 1 II $169K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 150.0% _'-l _ s_m_o_n_ht_s _ ,ll$100K Reportingperiod:three years ending 2020 75.0% $600K $141K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 14,2021by Groundfloor Finance Inc.("Groundfloor;"we';"us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovation will require permitting,and permits may not be obtained on time or may be denied. o This loan represents the first draw for the construction project and is secured by an individual note. o Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. o There will be multiple loans on this project,each representing subsequent draws. All loans willbe $199,320. The FinancialOverview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. o The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repaid all loans in full,with all interest and fees due. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: 1905 WINDEMERE DRIVE NE #1,ATLANTA,GA 30324 Dttle Keyy ' Map data ®2021 Terms of Use Report amap error Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $1,200,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$1,200,000 TotalProject Costs CD$885,880 $88,600 0%----Skin-in-the-First li en Loan Cushion CD Game CD Purchase Price$575,000Loan To ARV 66.4% Purchase Date04/14/2021Loan To Total89.6% CD CD CD VALUATION REPORTS GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report4 location8 Borrower Experience5 Borrower Commitment CD1 Rate loanToARVloan Amount Investors Purpose loan PositionTotal oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $19 , r--'Ba-"l'l-o_o_n_pa_y_m_en-t---p-r-in_c_i_p_a_a_n_d_i_n-et_r_e_s-t-, . . returned on repayment/ due at maturity. Aribiti Works LLC Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1176 

 

 

9 320 L - Skin-in-the Game G) 10 89.6% 04/14/2021 Purchase Date Project Cost I View larger map • Nakato Japanese Borrower intends to sell the property to repay the Groundfloor loan. Grindhouse :iller BurgersT l trs ib Shack. R Click here to view the LRO Agreement Map data ®2021 Terms of Use Report a ma.p error ' Total Debt G> Revenue G> Busayo Kayode Compl eted Projects Average Project II II 3------'11 2 1 Ll $169K --'II 1 50.0% $lOOK CONTAINED THEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANYOF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVETHE DATA UNLESSNOTEDWITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ARIBITI WORKS LLCFINANCIAL DATA PROJECTS /REVENUE DATE OF FORMATION * 08/22/2018 Gross Margin% G> IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Fix & Fiip Loans Funded G)Loans Repaid G)PerYear G) Revenue G> On TimeAverage Project Average Total Repayment G>Time G)Project Costs G) Ll _ s_m_o_nt_hs_ Reportingperiod:three years ending 2020 75.0% $141K $600K Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 14,2021by Groundfloor Finance Inc.("Groundfloor;·"we';"us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the l oan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project,each representing subsequent draws. All loans willbe $199,320. The FinancialOverview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investingin LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repai d all loans in full,with all interest and fees due. • Please consult the Offering Circul ar for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS PROPERTY DESCRIPTION Address: 1905 WINDEMERE DRIVE NE #2,ATLANTA, GA 30324 Ottle R!i!yV 'The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Go gl INVEST NOW As Complete (ARV) $1,200,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps $1,200,000 TotalCosts $885,880 $88,600 0% Skin-in-theFirst Lien Loan Cushion G) Game G) Purchase Price $575,000 Loan ToARV66.4% Loan To Total G) G) G) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score G) 10 Quality of ValuationReport 4 Location 8 Borrower Experience5 Borrower Commitment G) 1 GRADE FACTORS FINANCIAL OVERVIEW Rate Projected TermLoan ToARV Loan Amount Investors Purpose Loan PositionTotalLoan Amount Repayment Terms F_i_rs_t_L_ie_n ,l I $l9 ,;.=B:a.."1:-1oc..:o..::.n.:..p...::.:c.acy..m: :.::.._e__t p-_ -r inc_i_p_al_a_n_d_i_nte_r_e_s-t-, BORROWER. . returned on repayment/ due at maturity. Aribiti Works LLC Busayo Kayode-principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1177 

 

 

9 320 BORROWER L Busayo Kayode-principal - Skin-in-the-Game CD 10 Project Cost View larger map • Nakata Japanese The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. Grindhousem :iller Burgers T tt's Rib Shack. Total Debt CD Revenue CD Busayo Kayode Completed Projects Average Project II L.,l _ ------'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUAT ION SOURCESOR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ARIBITI WORKS LLCFINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 08/22/2018 Gross Margin% CD IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPer Year CDRevenue CD 3 2 1 II $169K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 150.0% _'-l _ s_m_o_n_th_s ,ll$100K Reportingperiod:three years ending 2020 75.0% $141K $600K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 14,2021by Groundfloor Finance Inc.("Groundfloor;·"we;' "us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovation will require permitting,and permits may not be obtained on time or may be denied. o This loan represents the third draw for the construction project and is secured by an individual note. o Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. o There will be multiple loans on this project,each representing subsequent draws. All loans willbe $199,320. The FinancialOverview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. o The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repaid all loans in full,with all interest and fees due. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: 1905 WINDEMERE DRIVE NE #3,ATLANTA,GA 30324 Dttle Keyy ' Map data ®2021 Terms of Use Report amap error Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $1,200,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$1,200,000 TotalProject Costs CD$885,880 $88,600 0% ----Skin-in-theFirst li en Loan Cushion CD Game CD Purchase Price $575,000Loan To ARV 66.4% Purchase Date 04/14/2021 Loan To Total89.6% CD CD CD VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report4 location8 Borrower Experience5 Borrower Commitment CD1 GRADE FACTORS Rate loan ToARV loan AmountInvestors Purpose loan Position Total oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $19 , r-B-'a"l'l-o_o_n_pa_y_m_en--t--p-rin_c_i_p_al_a_n_d_i_nte_r_e_s-t-, . . returned on repayment/ due at maturity. Aribiti Works LLC Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1178 

 

 

9 320 BORROWER L Busayo Kayode-principal - Skin-in-the-Game CD 10 Project Cost View larger map • Nakata Japanese The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. Grindhousem :iller Burgers T tt's Rib Shack. Total Debt CD Revenue CD Busayo Kayode Completed Projects Average Project II L.,l _ ------'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUAT ION SOURCESOR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. ARIBITI WORKS LLCFINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * 08/22/2018 Gross Margin% CD IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPer Year CDRevenue CD 3 2 1 II $169K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 150.0% _'-l _ s_m_o_n_ht_s _ ,ll$100K Reportingperiod:three years ending 2020 75.0% $141K $600K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 14,2021by Groundfloor Finance Inc.("Groundfloor;·"we;' "us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovation will require permitting,and permits may not be obtained on time or may be denied. o This loan represents the fourth draw for the construction project and is secured by an individual note. o Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. o There will be multiple loans on this project,each representing subsequent draws. All loans willbe $199,320. The FinancialOverview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. o The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repaid all loans in full,with all interest and fees due. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: 1905 WINDEMERE DRIVE NE #4,ATLANTA,GA 30324 Dttle Keyy ' Map data ®2021 Terms of Use Report amap error Click here to view the LRO Agreement INVEST NOW As Complete (ARV) $1,200,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$1,200,000 TotalProject Costs CD$885,880 $88,600 0% ----Skin-in-theFirst li en Loan Cushion CD Game CD Purchase Price$575,000Loan To ARV 66.4% Purchase Date 04/14/2021 Loan To Total89.6% CD CD CD VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of Valuation Report4 location8 Borrower Experience5 Borrower Commitment CD1 GRADE FACTORS Rate loan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $19 , r--'Ba-"l'l-o_o_n_pa_y_m_en-t---p-r-in_c_i_p_a_a_n_d_i_n-et_r_e_s-t-, . . returned on repayment/ due at maturity. Aribiti Works LLC Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1179 

 

 

202 320 ------------------------------------------------------------04/05/2021 84.5% Purchase Date Project Cost :2 NW,Atlanta,GA 30318 Borrower intends to sell the property to repay the Groundfloor loan. • • "'W "'W 0 g e z Click here to view the LRO Agreement Map data ©2021 Terms of use Value of Properties (!)Total Debt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project CONTAINED THEREIN IS HFLPFUL.WE DO NOT USE IT AS THE SOLE BASIS FOR A FUNDING DECISION. THE COMPANY PlAYED NO ROLE IN THE PREPARATION OF ANY OF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. DISTINGUISHED PROPERTYFINANCIAL DATAPROJECTS I REVENUE MANAGEMENT, LLC DATE OF FORMATION * 05/11/2017 Gross Margin % (!) PRINCIPAL Lateece Wallace FOCUS Fix& Fiip Loans Funded (!)Loans Repaid (!)Per Year (!)R evenue (!) IL.1_ 11o II 1II $243K On Time Average Project Average Total R epayment (!)Time (!)Project Costs (!) 10.0%1,__6_mo_n_th_s _J I$13SK Reporting period:three years ending 2020 0.0% Reporting period:2020 Reportinr.date:03/31/21 UNLESS NOTED WITH A * 'INFORMATION BELOW IS SUPPLIED BY THE BORROWER AND IS NOT VERIFIED. BORROWER SUMMARY MISCELlANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this proper ty on April S,2021by Groundfloor Finance Inc. ("Groundfloor;'"we;·"us," or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will requir e permitting, and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year. As such, the Borrower's average r evenue,costs, and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. ClOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FiliNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. PROPERTY DESCRIPTION Address: 2107 ARLINGTON CIRCLE NORTHWEST,ATLANTA, GA30318 z 2107 Arlington CirThe Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the E NT E R H ILL il' Bokor llct l:l G I... :E "ue '\ INVEST NOW As Complete (ARV) $296,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps VAlUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) Loan ToARVScore (!)10 Quality of Valuation Report4 Skin-in-the-Game (!)10 Location 8 Borrower Experience5 Borrower Commitment (!) 1 GRADEFACTORS F INANCIAlOVERVIEW After Re$296,000 $238,020 0% -------' Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price$95,000 Loan ToARV 68.4% Loan To Total (!} (!} (!} RateProjected TermLoan ToARV Loan AmountInvestors PurposeLoan Position Total Loan Amount Repayment Terms F_ir_s_t__e_n _JII $ , BORROWER '-. . Distinguished ProRertY. Management, LLC Lateece Wallace-principal Click here to view the LRO Agreement INVEST NOW r--'-B-la.:.._lo_on__p_a_ym__en__t _ -pri-n-ci--pa_l_an__d_n-t-ere-_s ,t returned on repayment I due at maturity. Purchase& Renovation

 PS-1180 

 

 

 

 PS-1181 

 

 

Waner Cadet,Jr.-principal I - Skin-in-the-Game CD 10 Game CD 04/27/2021 84.3% Purchase Date Project Cost View larger map The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. l n Click here to view the LRO Agreement Map data ®2021 Terms of Use Report a map error Revenue CD GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Waner Cadet,Jr. Compl eted Projects Average Project L,l _ ----'11 II CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. WANER AFFILIATED, LLCFINANCIAL DATA PROJECTS /REVENUE DATE OF FORMATION * 10/05/2017 Gross Margin% CD IPRINCIPAL FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPerYear CDRevenue CD 3 2 2 II$312K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0% _Ll _1 2 mon_t_hs_--'ll$218K Reportingperiod:three years ending 2020 44.0% $2SOK Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 27,2021by Groundfloor Finance Inc.("Groundfloor;·"we," "us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project, each representing subsequent draws. The loans will both be $208,810.The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repai d all loans in full,with all interest and fees due. • Please consult the Offering Circular for further discussi on of general ri sk factors. CLOSING CONOITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: 90FULLER RD #1, CENTERVILLE,MA 02632 01' '.. Go e fgl INVEST NOW As Complete (ARV) $590,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps FINANCIAL OVERVIEW After Repair Value (ARV) CD$5 90,000 TotalProject Costs CD$492,620 $75,000 0% ----Skin-in-theFirst lien oan Cushion CD Purchase Price$425,000 Loan To ARV70.8% Loan To Total CD CD CD VALUATION REPORTS GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score CD10 Quality of Valuation Report 4 location8 Borrower Experience5 Borrower Commitment CD1 Rate loan ToARV loan AmountInvestors BORROWER Purpose loan PositionTotal oan Amount Repayment Terms Waner Affiliated, LLC L Fi_rs_t_Li_e_n _JII $208,810 Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation Balloon payment - principaland interest returned on repayment/ due at maturity.

 PS-1182 

 

 

Waner Cadet,Jr.-principal - Skin-in-the-Game (!) 10 Game (!) Project Cost View larger map The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sellthe property to repay the Groundfloor loan. l Gofgle Map data ®2021 Terms of Us Click here to view the LRO Agreement Report a map error Total Debt <!> Revenue (!) 10/05/2017 HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Waner Cadet,Jr. Completed Projects Average Project CONTAINEDTHEREIN IS HELPFUL,WE DONOT USE IT AS THESOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESORANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA UNLESSNOTEDWITHA * ,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. WANER AFFILIATEO, LLCFINANCIAL DATA PROJECTS / REVENUE DATE OF FORMATION * I I Gross Margin% (!) IPRINCIPAL FOCUS Fix & Fiip Loans Funded (!) Loans Repaid (!) PerYear (!) Revenue (!) Ll3-----'11 2 II2II$312K On TimeAverage Project Average Total Repayment (!) Time (!) Project Costs (!) 10.0%_Ll _12_m_o_n_th_s_-'ll$218K Reportingperiod:three years ending 2020 44.0% $2SOK $0 Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 27,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform,each of which will be due 12 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project, each representing subsequent draws. The loans will both be $208,810. The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The borrower has had late repayments,but has repaid all loans in full,with all interest and fees due. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 90 FULLER RD #2,CENTERVILLE,MA 02632 01' '.. n INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $590,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (!) $590,000 TotalProject Costs (!) $492,620 $75,000 0%----Skin-in-the-First li en Loan Cushion (!) Purchase Price $425,000Loan To ARV 70.8% Purchase Date04/27/2021Loan To Total84.3% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance) Loan To ARV Score (!) 10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment (!) 1 GRADE FACTORS FINANCIAL OVERVIEW Rate loan ToARV loan AmountInvestors BORROWER Purposeloan Position Total oan Amount Repayment Terms Waner Affiliated,LLCL Fi_rs_t_L_ie_n _JII $208,810 Click here to view the LRO Agreement INVEST NOW Purchase & Renovation Balloon payment - principaland interest returned on repayment/ due at maturity.

 PS-1183 

 

 

9 850 Rainier CaP-ital Investments, LLC I - Skin-in-the-Game (2) 10 I Skin-in-the First lien loan Cushion (2) Project Cost View larger map Indianapolis,IN 46208 .,3 Borrower intends to sellthe property to repay the Groundfloor loan. ,. 'Me Barnes Uni1t>D0"' thodist Ch11rl':fi Click here to view the LRO Agreement Enos Lewis Compl eted Projects Average Project ° II L,l _ ----'11 CONTAINEDTHEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANYOF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWER AND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. RAINIER CAPITAL INVESTMENTS, LLCFINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 03/23/2020 Gross Margin% (2) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Single FamilyLoans Funded (2)Loans Repaid (2)PerYear (2)Revenue (2) 2 2 II$152.1K On TimeAverage Project Average Total Repayment ® Time (2)Project Costs (2) 10.0% _Ll _3_m_o_n_ths__--'ll$96.5K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 27,2021by Groundfloor Finance Inc.("Groundfloor;"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not compl eted or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offer ng Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 921WEST 32ND STREET,INDIANAPOLIS, IN 46208 ,921 W32ndSt, The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon compl etion,the W :nndSt >UI Food9e Map data ®2021 Terms of Use Report a map error INVEST NOW PROPERTY DESCRIPTION After Value$300,000 TotalCosts$239,350 $29,500 0%----Game (2) Purchase Price$39,900 Loan ToARV70.0% Purchase Date04/27/2021Loan To Total87.2% (2) (2) (2) VALUATION REPORTS As Complete (ARV) $300,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps FINANCIAL OVERVIEW GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment (2)1 RateProjected Termloan ToARV loan AmountInvestors BORROWERPurposeloan PositionTotal oan AmountRepayment Terms ,__ F_i_rs_t_L_ie_n ,ll $20 , ,..=B:..:a.l:.lco.:.:.o=n.:.:....:.pa:.:..y:m. :.::.._en_-t--p-r in_c_ip_-la_a_n_d_i_n-et_r_e_s-t-, _ . . returned on repayment/ due at maturity. Enos Lewis-principal ' Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1184 

 

 

------------------------------------------------------------04/28/2021 89.7% Purchase Date Project Cost (!} J V1ew larger map M hell Or McDonald's :y Decatur.GA 30032 Borrower intends to sell the property to repay the Groundfloor loan. ' s !I eilly Auto Parts '\ f j ,. !1 Go gle Gutbusters ? Value of Properties (!)TotalDebt (!) Completed Projects (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Completed Projects Average Project CONTAINED THEREINIS HELPFuL,WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION THE COMPANY PLAYED NO ROLE IN THE PREPARATIOt-. OF ANY OF THE VALUATION SOL.RCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER WHILE WE BELIEVE THEDAl'A * BORROWERS REPRESENT AND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. RMCD INVESTORS, LLCFINANCIAL DATAPROJECTS/REVENUE p t d t:>o "-DATE OF FORMATION * 02/03/2003 Gross Margin% (!) PRINCIPAL Reginald Ware FOCUS Buy&HoldLoans Funded (!)Loans Repaid (!) PerYear (!) Revenue (!) IL, 4_ 111II 1 II $148.8K On TimeAverage ProjectAverage Total Repayment (!) Time (!) Project Costs (!) 1100.0%IL._ 1_3_m_o_nt_hs_--'ll$134.4K Repor:'lg period: th ee vears ending 2020 38.1% $185K $315K $660K otr 3 /21 ,INFORMATION BELOW IS SUPPLIED BYTHE BORROWER ANDIS NOT VERIFIED. UNLESS NOTEDWITH A BORROWER SUMMARY MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April28,2021by Groundfloor Finance Inc.("Groundfloor:·"we:· "us;'or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. A · · - ne Auto Parts Address: 2000 WILLA DR.DECATUR.GA 30032 ""\.. y ad's DISCOUNTS Mellv1lloAvo '\ t!!\ 2000 Willa Dr,The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the McAfeeRd McAfeeRd Ej Map data 021 Terms of use Report a map errorClick here to view the LRO Agreement INVEST NOW As Complete (ARV) $345,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After ir Value (ARV) (!) $345,000 $241,300 0% ----Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!} $170,000LoanToARV (!} 62.9% Loan To Total VALUATION REPORTS The following factors determine in part how the loan was graded: (in descendingorder of importance) Loan ToARVScore (!)10 Quality of Valuation Report 4 Skin-in-the-Game (!} 10 Location8 Borrower Experience5 Borrower Commitment (!} 1 GRADE FACTORS RateLoanToARV Loan Amount Investors PurposeLoan Position Total Loan Amount Repayment T-e-rm-s-----------------BORROWER First Lien RMCD lnvestors....L..LC Reginald Ware - principal Click here to view the LRO Agreement INVEST NOW Balloon payment-principal and interest returned on repayment I due at maturity. $217,050 Purchase

 PS-1185 

 

 

8 500 - 10 Skin-in-the-Game (!) Project Cost • Click here to view the LRO Agreement Map data ®2021 Terms of Use Report a map error Total Debt (!) Revenue (!) Owen Barrett Compl eted Projects Average Project ° II L...l _ ----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. OB CHRISTY, LLCFINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 03/09/2014 Gross Margin% (!) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Single FamilyLoans Funded (!)Loans Repaid (!)PerYear (!)Revenue (!) 2 4 II $455K On TimeAverage Project Average Total Repayment (!)Time (!)Project Costs (!) 10.0% _'-l _ 14_mon_t_hs_ ,ll$125K Reportingperiod:three years ending 2020 49.4% $1.8M Reportingperiod:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA * ,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS o The Borrower was advanced the money it needed to begin renovation of this property on April15,2021by Groundfloor Finance Inc.("Groundfloor;'"we;'"us;'or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. o The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovation will require permitting,and permits may not be obtained on time or may be denied. o The Borrower is using $0 of the loan proceeds to pay off an existing loan that was used to acquire the property.Groundfloor will assume the first lien position. The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. o Please consult the OfferingCircul ar for further discussion of general risk factors. CLOSING CONOITIONS o Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower.See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS PROPERTY PHOTOS .... View larger mapAddress: 1304 1 RANISTAN AVENUE,BRIDGEPORT,CT 06605 The Borrower intends to use the loan proceeds to renovate the property. Upon compl etion,the Borrower intends to sell the property to repay the Groundfloor loan. Dollar General' Go le INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $315,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps After Repair Value (ARV) (!)$315,000 TotalCosts$245,500 $27,000 0%----Skin-in-the-First lien oan Cushion (!) Game (!) Purchase Price$205,000loan To ARV69.4% Purchase Date03/15/2021loan To Total88.6% (!) (!) (!) VALUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score (!)10 Quality of Valuation Report 4 location8 Borrower Experience5 Borrower Commitment (!)1 GRADE FACTORS FINANCIAL OVERVIEW RateProjected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $21 , ,..B=:a..:.:.clo.l :.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, _ . . returned on repayment/ due at maturity. BORROWER ' OB Christy, LLC Owen Barrett-principalCli ck here to view the LRO Agreement INVEST NOW Refinance Rehab

 PS-1186 

 

 

.__ F_ir_st_u__e_n _,l I $ BORROWER , ,..:.:B:..::ca.::cl'1-'o-:coc:::nc..:..p..:..a:.:.y.:cm..::=e-n_t _-p-ir_nc_i_p_al_a_n_d_int_e_r_est' _ . . returned on repayment/ due at maturity. ' Skin·in-the-Game G) 10 8 Project Cost ,., View larger map "' Yialktr Ave !(? i o;. Atlanta,GA 30337 Wa; intends to sell the property to repay the Groundfloor loan. !1 Click here to view the LRO Agreement Map data ®2021 Terms of Use Report a map error Total Debt ® Revenue ® HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Mowbray Rowand Completed Projects Average Project CONTAINED THEREIN IS HELPFUL,WE DONOT USE IT AS THE SOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. THE ROWAND GROUP LLC FINANCIAL DATA PROJECTS I REVENUE DATE OF FORMATION * 10/18/2018 Gross Margin% ® IPRINCIPAL FOCUS Single FamilyLoans Funded ®Loans Repaid ®PerYear ®Revenue ® .I4 ----'IIoII3 II $250K On TimeAverage Project Average Total Repayment ®Time ®Project Costs ® 10.0% _'-l _ 6_m_o_nt_h_s ,ll$130K Reporting period:three years ending 2020 44.0% $985.8K Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc.("Groundfloor," "we;·"us or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower is using $42,468.83 of the loan proceeds to pay off an existing loan that was used to acquire the property. Groundfloor will assume the first lien position.The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • Please consult the OfferingCircular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FiliNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS !!Address: 2145 PARK TERRACE,ATLANTA,GA 30337 Barrett Park•• 2145 Park Terrace,The Borrower intends to use the loan proceeds to renovate the property. Upon completion,the Borrower R\Jgby k Ton;)C41 J.R. Crickets Go ogle!(? INVEST NOW " l..n ... \ P81 PROPERTY DESCRIPTION As Complete (ARV) $440,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps AfterValue$440,000 TotalCosts$261,230 $39,500 0% ----Skin-in-theFirst li en Loan Cushion G) Game ® Purchase Price $86,000 loan ToARV 50.4% Purchase Date08/03/2020Loan To Total84.3% G) G) G) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan ToARVScore G) 10 Quality of Valuation Report4 location-Borrower Experience5 Borrower Commitment G) 1 GRADE FACTORS FINANCIAL OVERVIEW RateProjected Ter moan ToARV loan AmountInvestors Purpose Loan Position Total oan Amount Repayment Terms 221730 The Rowand GrOUP-LLC Mowbray Rowand-principal Click here to view the LRO Agreement INVEST NOW Refinance Rehab

 PS-1187 

 

 

BORROWER 5 000 L I - Skin-in-the-Game CD 10 04/21/2021 89.6% Purchase Date Project Cost PROPERTY DESCRIPTION ,._ rt-· View large lingO···· aterT The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon completion,the "T" CfO$S Rtf Greei\'Krfol l Go ille"'j ,T::.r Tr::l!n f"r.1n1. 1nn - Click here to view the LRO Agreement Value of Properties CDTotal Debt CD Revenue CD HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Willie J Stevens Compl eted Projects Average Project ° II L.,l _ ----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USEIT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUAT ION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. POSH REALTY INVESTORS LLCFINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 04/18/2019 Gross Margin% CD IPRINCIPAL FOCUS Fix &Fiip Loans Funded CDLoans Repaid CDPerYear CDRevenue CD 12 II $712.5K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0% _'-l _ 1o mon_th_s ,ll$542K Reportingperiod:three years ending 2020 36.0% $605K $960K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS o The Borrower was advanced the money it needed to purchase this property on April 21,2021by Groundfloor Finance Inc.("Groundfloor;"we," "us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. o The renovati on of the property may be extensive,and therefore subject to delays and other unexpected issues. o The renovati on will require permitting,and permits may not be obtained on time or may be denied. o This loan represents the first draw for the construction project and is secured by an individual note. o Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding series of LROs on our platform, each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. o There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $180,000 to $230,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial pi cture of the project. o The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investingin LROs corresponding to notes secured by thi s property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. o Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONOITIONS o Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES o GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. o GROUNDFLOOR does not take a 'spread' on any part of the interest payments. o Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. o Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION o The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. Address: 235 ORCHARD STREET #1, BRIDGEWATER TOWNSHIP, NJ 08807 r map Lipari ;ools 9 Borrower intends to sellthe property to repay the Groundfloor loan. Green Knoll Map data ®2021 Terms of Use Report amap error INVEST NOW Grill --As Complete (ARV) $855,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps FINANCIAL OVERVIEW After Repair Value (ARV) CD$855,000 TotalProject Costs CD$665,540 $67,250 0%----Skin-in-the-First lien loan Cushion CD Game CD Purchase Price $296,000Loan To ARV70.0% Loan To Total CD CD CD VALUATION REPORTS GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score CD10 Quality of Valuation Report 4 location8 Borrower Experience 5 Borrower Commitment CD1 Rate loanToARVloan Amount Investors Purpose loan Position Total oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $22 ,r--'Ba-"l'l-o_o_n_pa_y_m_en-t---p-r-in_c_i_p_a_a_n_d_i_n-et_r_e_s-t-, . . returned on repayment/ due at maturity. Posh RealtY. Investors LLC Willie J Stevens-principal Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1188 

 

 

,__ F_ir_s_t_Li_e_n _JI I $230, ;..=B:..::al-'-'1o:..:.on::.c:_p.:..:a.:..:y.:..:cm:e._n_t pri_n_ci_p_al_a_n_d_i_nte_r_est--, BORROWER _ . . returned on repayment/ due at maturity. LLC FINANCIAL OVERVIEW Project Cost PROPERTY DESCRIPTION ·"' ..• View larger map The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the Borrower intends to sell the property to repay the Groundfloor loan. <>' Media Solutions ft Partners,1&le or'\C'III'tinn GMap data ®2021 Terms of Use Report a m"ap error Click here to view the LRO Agreement MISCELLANEOUS BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. Total Debt <D Revenue <D GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Charles Hill Completed Projects Average Project On Time Average Project Average Total CONTAINED THEREIN IS HELPFUL.WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESOR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHI LE WE BELIEVE THE DATA RELIABLE INVESTMENTS ANO REALTYFINANCIAL DATA PROJECTS I REVENUE LLC DATE OF FORMATION * 03/17/2020 Gross Margin% <D IPRINCIPAL FOCUS Single FamilyLoans Funded <DLoans Repaid <DPerYear <DRevenue <D '----11-----'11°II3 II$250.2K Repayment <DTime <DProject Costs <D 10.0% '-l6_m_o_nt_hs___,II$79.8K Reportingperiod:three years ending2020 37.0% $780K Reportingperiod:2020 Reportingdate:03/31/21 PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 12,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the third draw for the construction project and is secured by an individual note. • Each draw on this project is structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditions for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding series of LROs on our platform,each of which will be due 6 months from the time such series of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of construction. • There will be multiple loans on this project,each representing subsequent draws. The loans will range from $230,100 to $230,500.The Financial Overview box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will trigger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. Address: 1620 SADDLERIDGE WAY #3,ATLANTA,GA 30350 ,,..-g;.§.'...' 0 INVEST NOW As Complete (ARV) $925,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps $925,000 TotalProject Costs (!) $691,100 Skin-in-the First lien Loan Cushion (!) Game ® Purchase Price $400,000Loan ToARV 74.7% Purchase Date04/12/2021Loan To Total100.0% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (!) 10 Quality of Valuation Report4 Skin-in-the-Game (!) 010 location8 Borrower Experience5 Borrower Commitment (!) 1 0% --------------------L_ GRADE FACTORS Rate Projected Term loan ToARVloan AmountInvestors Purposeloan PositionTotal loan Amount Repayment Terms 100 Reliable Investments and RealtY. Charles Hill-principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1189 

 

 

0 500 L Project Cost V..•iew larger map ,.$' The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sellthe property to repay the Groundfloor loan. "'' ,,_.g. Media Solutions ft Partners,1& le .ne1 111inn G n Report a map error Click here to vi ew the LRO Agreement Map data ®2021 Terms of Us Total Debt <!> Revenue (!) 03/17/2020 Charles Hill Compl eted Projects Average Project II II ° 1-----'11 3 Ll $250.2K --'II 1 0.0% $79.8K CONTAINEDTHEREIN IS HELPFUL.WE DONOT USE IT AS THESOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA UNLESSNOTEDWITHA * ,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. RELIABLE INVESTMENTS ANO REALTY FINANCIAL DATA PROJECTS / REVENUE LLC DATE OF FORMATION * I I Gross Margin% (!) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Single FamilyLoans Funded (!) Loans Repaid (!) PerYear (!) Revenue (!) On TimeAverage Project Average Total Repayment (!) Time (!) Project Costs (!) Ll _ 6_m_o_nt_hs_ Reportingperiod:three years ending 2020 37.0% $0 $780K Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 12,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us·;or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 6 months from the time such seri es of LRO i s deemed i ssued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project, each representing subsequent draws. The loans will range from $230,100 to $230,500.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONOITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 1620 SADDLERIDGE WAY #1,ATLANTA, GA 30350 ; -"'' 0 INVEST NOW PROPERTY DESCRIPTION As Compl ete (ARV) $925,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (!) $925,000 Total· Costs $691,100 0% Skin-in-theFirst lien Loan Cushion (!) Game (!) Purchase Price $400,000Loan To ARV74.7% Purchase Date04/12/2021Loan To Total100.0% (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance) Loan To ARV Score (!) 10 Quality of ValuationReport4 Skin-in-the-Game (!) 010 location8 Borrower Experience5 Borrower Commitment (!) 1 GRADE FACTORS FINANCIAL OVERVIEW Rate loan ToARV loan Amount Investors Purpose loan PositionTotal oan Amount Repayment Terms F_i_rs_t_L_ie_n JII $23 , ,--:Ba-..l:.l..o_o_n_pay_m_en__t-p_ -r inc_i_p_al_a_n_d_i_nte_r_e_s-t-, BORROWER . . returned on repayment!due at maturity. Reliabl e Investments and RealtY. LLC Charles Hill - principal Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1190 

 

 

500 I I Game CD Purchase Date 04/12/2021 100.0% Project Cost View larger map ·"' .•. The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sell the property to repay the Groundfloor loan. !f '""" Media Solutions ft Partners,1&le .ne1 111inM ft Click here to view the LRO Agreement Map data ®2021 Terms of Use R eport a map error Total Debt CD Revenue CD HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Charles Hill Compl eted Projects Average Project ° II Ll _ -----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. RELIABLE INVESTMENTS AND REALTYFINANCIAL DATAPROJECTS / REVENUE LLC DATE OF FORMATION * 03/17/2020 Gross Margin% CD IPRINCIPAL FOCUS Single FamilyLoans Funded CDLoans Repaid CDPerYear CDRevenue CD 13 II$250.2K On TimeAverage Project Average Total Repayment CDTime CDProject Costs CD 10.0% _'-l _ 6_m_o_nt_h_s ,ll$79.8K Reportingperiod:three years ending 2020 37.0% $780K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 12,2021by Groundfloor Finance Inc.("Groundfloor ·"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding seri es of LROs on our platform,each of which will be due 6 months from the time such seri es of LRO i s deemed i ssued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project,each representing subsequent draws. The loans will range from $23D,1DO to $230,500.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircul ar for further discussi on of general ri sk factors. CLOSING CONDITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: 1620 SADDLERIDGE WAY #2,ATLANTA,GA 30350 ;§.-.". ''' 0 INVEST NOW FINANCIAL OVERVIEW AfterValue$925,000 TotalProject Costs CD$691,100 Skin-in-theFirst lien Loan Cushion CD Purchase Price$400,000Loan ToARV74.7% Loan To Total CD CD CD VALUATION REPORTS As Complete (ARV) $925,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps 0% --------------------L_ GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of ValuationReport4 Skin-in-the-Game CD010 location8 Borrower Experience5 Borrower Commitment CD1 Rate Projected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $230, ,..B=:a..:.:.clo.l :.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. Reliabl e Investments and Realty:' LLC Charles Hill - principal Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1191 

 

 

I I Project Cost PROPERTY DESCRIPTION View larger map ' The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the "' "' McKoy 3: !i f 2! m Map d.ata ®2021 Terms of Us·-Report a map e 0 e rror Revenue (2) Total Debt ® HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Brenda Wyatt Compl eted Projects Average Project Ll _ ----'II II CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER.WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. GA GROWTH 1838503 439 3RD AVEFINANCIAL DATAPROJECTS / REVENUE LLC DATE OF FORMATION * 08/04/2020 Gross Margin% ® IPRINCIPAL FOCUS Fix &Fiip Loans Funded (2)Loans Repaid (2)PerYear (2)Revenue ® 4 02 II$388K On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 10.0% _'-l _ 5_m_o_nt_h_s ,ll$270K Reportingperiod:three years ending 2020 0.0% Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 23,2021by Groundfloor Finance Inc.("Groundfloor ·"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project,each representing subsequent draws. The loans will range from $167,570 to $250,000.The Financial Overvi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • The Borrower has not compl eted or sold any projects in the past year.As such,the Borrower's average revenue,costs,and margins cannot be calculated. • Please consult the OfferingCircular for further discussi on of general ri sk factors. CLOSING CONDITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. Universal Joint DecaturAddress: 439 3RD AVE #1,DECATUR,GA 30030 • V/HtU SI "Borrower intends to sellthe property to repay the Groundfloor loan. -i 0,... zGo19leClick here to view the LRO Agreement INVE5TNOW FINANCIAL OVERVIEW After Value$950,000 TotalCosts $701,650 $116,500 0%----Skin-in-the-First lien oan Cushion (2) Game (2) Purchase Price$380,000loan ToARV61.6% Purchase Date04/23/2021loan To Total82.7% (2) (2) (2) VALUATION REPORTS As Complete (ARV) $950,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score (2)10 Quality of ValuationReport4 Skin-in-the-Game (2)10 location8 Borrower Experience5 Borrower Commitment (2)1 RateProjected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__F_i_rs_t_L_ie_n,l I $250,000 ,..B=:a..:.:.clo.l :.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. GA GROWTH 1838503 439 ' 3RDAVE LLC Brenda Wyatt - principalCli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1192 

 

 

 

 PS-1193 

 

 

0 370 maturity. I - Skin-in-the-Game (2) 10 I Game (2) Project Cost View larger map Atlanta,GA 30310 intends to sell the property to repay the Groundfloor loan. Click here to view the LRO Agreement Map data ®2021 1ermso{ Use Report a n;ap error Total Debt (2) Revenue (2) Mowbray Rowand Compl eted Projects Average Project ° II L...l _ ----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASISFOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESORANY OTHERMATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THE DATA UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. THE ROWAND GROUP LLC FINANCIAL DATAPROJECTS I REVENUE DATE OF FORMATION * 10/18/2018 Gross Margin% (2) IPRINCIPALGROUNDFLOOR HISTORY *HISTORICAL AVERAGES FOCUS Single FamilyLoans Funded (2)Loans Repaid (2)PerYear (2)Revenue (2) 4 3 II $250K On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 10.0% _'-l _ 6_m_o_n_th_s ,ll$130K Reportingperiod:three years ending 2020 44.0% $985.8K Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to begin renovation of this property on April9,2021by Groundfloor Finance Inc.("Groundfloor "we;·"us or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower has now begun renovation of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircul ar. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower is using $116,166.03 of the loan proceeds to pay off an existing loan that was used to acquire the property. Groundfloor will assume the first lien position.The rest of the loan proceeds will be put towards the renovation of the property,much like an acquisition and renovation loan. • Please consult the Off eringCircular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FiliNG INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 1278 EPWORTH STREET SOUTHWEST, ATLANTA,GA 30310 AvonAveSW 1278 Epworth St SW,The Borrower intends to use the loan proceeds to renovate the property. Upon compl etion,the Borrower L S ' G<[ ijle@) 1 INVEST NOW PROPERTY DESCRIPTION After Value$395,000 TotalCosts$294,870 $44,500 0%----Skin-in-the-First l ien oan Cushion (2) Purchase Price$152,000loan To ARV63.4% Purchase Date09/08/2020loan To Total84.3% (2) (2) (2) VALUATION REPORTS As Complete (ARV) $395,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps FINANCIAL OVERVIEW GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) loan To ARV Score (2)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment (2)1 RateProjected Termloan ToARV loan AmountInvestors Purpose loan Position Total oan Amount Repayment Terms BORROWER ,__ F_i_rs_t_L_ie_n ,ll $25 , ,..B=:a...:.cl.l:o.:o. =.:n.:..p..:.:a.:y.:.:m.:.::.e._n_-t--p-r in_c_i_pa_la_n_d_i_nte_r _ . . returned on repayment/ due at The Rowand GrOUP-LLC Mowbray Rowand - principal ' Cli ck here to view the LRO Agreement _e_s-t-, INVEST NOW Refinance Rehab

 PS-1194 

 

 

4 640 turity. BORROWER DB Assets LLC I I Game (2) Project Cost 'g View larger map Heards Fei7J-flu NW The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sell the property to repay the Groundfloor loan. Tabul a RasaO Th '"' Go 9le '\ Click here to view the LRO Agreement Map data ®2021 Google Terms of Use Report amap error Value of Properties (2)Total Debt (2) Revenue (2) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES ChukwudiOrubele Compl eted Projects Average Project ° II L..l _ ----'11 CONTAINEDTHEREIN IS HELPFUL,WE DO NOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OFTHE VALUATION SOURCESOR ANY OTHERMATERIALS PROVIDED BY THE BORROWER. WHILE WE BELIEVE THE DATA BORROWER SUMMARY UNLESSNOTEDWITHA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. DB ASSETS LLC FINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 01/10/2019 Gross Margin% (2) IPRINCIPAL FOCUS Buy & Hold Loans Funded (2)Loans Repaid (2)PerYear (2)Revenue (2) 12 II$327.9K On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 10.0% _'-l _ 6_m_o_nt_h_s ,ll$85K Reportingperiod:three years ending 2020 28.0% $675K $1SOK $320K Reportingperiod:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 9, 2021by Groundfloor Finance Inc.("Groundfloor;'"we;'"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower i s now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the first draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sell the corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO is deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project,each representing subsequent draws. Both loans will be $254,640. The FinancialOvervi ew box represents the aggregate amount of all loans to be secured by thi s property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircular for further discussi on of general ri sk factors. CLOSING CONOITIONS • Loan is conditi oned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein.You may access and review these documents on the Internal Filings Directory located on our Platform. PROPERTY DESCRIPTION Address: S66 COLDSTREAM COURT NORTHWEST #1,ATLANTA,GA 30328 #::>;;> e language.. Y ' .A..,.. ·····.-?\ o., llf INVEST NOW FINANCIAL OVERVIEW After RepairValue (ARV) (2)$730,000 $92,720 TotalProject Costs (2)$637,280 0%----Skin-in-the-First lien Loan Cushion (2) Purchase Price$540,000 Loan To ARV69.8% Purchase Date04/09/2021Loan To Total79.2% (2) (2} (2) VALUATION REPORTS As Complete (ARV) $730,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of ValuationReport4 Skin-in-the-Game (2)10 location8 Borrower Experience5 Borrower Commitment (2)1 Rate Projected Termloan ToARV loan AmountInvestors Purpose loan PositionTotal oan Amount Repayment Terms ,__F_i_rs_t_L_ie_n,l I $25 ,,..B=:a..:.:.clo.l :.:o.=n.:.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_la_a_n_d_i_n-et_r_ _ . . returned on repayment/ due at ma ' ChukwudiOrubel e - principal Cli ck here to view the LRO Agreement e_s-t-, INVEST NOW Purchase & Renovation

 PS-1195 

 

 

4 640 BORROWER L 79.2% 04/09/2021 Purchase Date Project Cost 'g View larger map Heards Fe":-flu NW The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the Borrower intends to sellthe property to repay the Groundfloor loan. Tab language... Y '"•o"M-..... Go gle A-?\ '\ Value of Properties (!) Total Debt (!) Revenue (!) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES ChukwudiOrubele Compl eted Projects Average Project II II ° 1------'11 2 $327.9K Ll --'II 1 0.0% $85K CONTAINEDTHEREIN IS HELPFUL,WE DONOT USE IT AS THESOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCES OR ANY OTHERMATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA UNLESSNOTEDWrrHA * ,INFORMATIONBELOW ISSUPPLIEDBYTHE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. OB ASSETS LLC FINANCIAL DATA PROJECTS /REVENUE DATE OF FORMATION * 01/10/2019 Gross Margin% (!) IPRINCIPAL FOCUS Buy& HoldLoans Funded (!) Loans Repaid (!) PerYear (!) Revenue (!) On TimeAverage Project Average Total Repayment (!) Time (!) Project Costs (!) Ll _ 6_m_o_nt_hs_ Reportingperiod:three years ending 2020 28.0% $320K $675K $150K Reportingperiod:2020 Reportingdate:03/31/21 BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 9,2021by Groundfloor Finance Inc.("Groundfloo;r ' "we;'"us; or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovati on of the property may be extensive,and therefore subject to delays and other unexpected i ssues. • The renovati on will require permitting,and permits may not be obtained on time or may be denied. • This loan represents the second draw for the construction project and is secured by an individual note. • Each draw on this project i s structured as an individual loan.We will fund each draw from our own capital or credit facilities as and when requested by the Borrower,provided conditi ons for each draw are met as described in our Offering Circular.Once a draw has been approved and funded,we will then sellthe corresponding seri es of LROs on our platform,each of which will be due 12 months from the time such seri es of LRO i s deemed issued,as described in our Offering Circular.Subsequent draws are expected to be requested every two months from the date we advanced the first draw,but may be requested sooner,or later, depending on the progress of constructi on. • There will be multiple l oans on this project, each representing subsequent draws. Both loans will be $254,640. The FinancialOvervi ew box represents the aggregate amount of all loans to be secured by this property,giving a complete financial picture of the project. • The event of default on one Groundfloor note secured by this property will tri gger default on all Groundfloor notes secured by this property. All LRO holders investing in LROs corresponding to notes secured by this property share the same priority in any recovery and recovered proceeds will be distributed on a pro-rata basis. • Please consult the OfferingCircul ar for further discussion of general ri sk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS Address: 566 COLDSTREAM COURT NORTHWEST #2, ATLANTA,GA 30328 #o;> The ul a RasaO ' Map data ®2021 Goog!e Terms of Us Report amap errorClick here to vi ew the LRO Agreement INVEST NOW PROPERTY DESCRIPTION As Compl ete (ARV) $730,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Comps After RepairValue (ARV) (!) $730,000 $92,720 Total· Costs $637,280 0% ---Skin-in-theFirst lien LoanCushion (!) Game (!) Purchase Price $540,000 Loan To ARV69.8% Loan To Total (!) (!) (!) VALUATION REPORTS The followingfactors determine in part how the loan was graded: (in descendingorder of importance) Loan To ARV Score (!) 10 Quality of ValuationReport4 Skin-in-the-Game (!) 10 location8 Borrower Experience5 Borrower Commitment (!) 1 GRADE FACTORS FINANCIAL OVERVIEW Rate loan ToARV loan Amount Investors Purpose loan PositionTotalloan Amount Repayment Terms F_i_rs_t_L_i_e n JII $25 , ,--:Ba.-.l:.l.._oo_n_pay_m_e_n_t-p_ -ri n c_i_p_a_l a_n_d_i_nte_r_e_s-t-, . .returned on repayment!due at maturity. DB Assets LLC ChukwudiOrubel e - principal Click here to view the LRO Agreement INVEST NOW Pu rchase & Renovation

 PS-1196 

 

 

1250 DFW Investment ProP-erties EnterP-ri ses, LLC I - Skin-in-the-Game (2) 10 I Game (2) Project Cost Address: 3621LUALLEN DRIVE,CARROLLTON,TX 75007 \ View larger map 11eade ft Center T The Borrower intends to use the loan proceeds to purchase and renovate the property. Upon completion,the 3621 Luallen Or, . 4 Si' 0 z [ $¥'-Or Goe Click here to view the LRO Agreement Value of Properties (2)Total Debt (2) Revenue (2) GROUNDFLOOR HISTORY * HISTORICAL AVERAGES Alfredo Goytia Completed Projects Average Project Ll _ ----'I I II CONTAINEDTHEREIN IS HELPFUL,WE DONOT USE IT AS THE SOLE BASIS FOR A FUNDING DECISION. THECOMPANYPLAYED NO ROLE IN THE PREPARATIONOF ANY OF THE VALUATION SOURCESOR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER.WHILE WE BELIEVE THEDATA *,INFORMATIONBELOW IS SUPPLIED BY THE BORROWERAND ISNOT VERIFIED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. OFW INVESTMENT PROPERTIES FINANCI AL DATA PROJECTS / REVENUE ENTERPRISES, LLC DATE OF FORMATION * 12/08/2020 Gross Margin% (2) IPRINCIPAL FOCUS Single FamilyLoans Funded (2)Loans Repaid (2)PerYear (2)Revenue (2) 9 31 II$149K On TimeAverage Project Average Total Repayment (2)Time (2)Project Costs (2) 166.0% _Ll _1_mon_th_s_--'ll$106K Reportingperiod:three years ending 2020 31.3% $523K $22.8K $313K Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 15,2021by Groundfloor Finance Inc.("Groundfloor;"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the OfferingCircular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower's 2020 revenue was derived from rentalproperties because the Borrower's primary focus in 2020 was buy and hold. The Number of Completed Projects reflects the number of rentalunits owned. The Gross Margin reflects the earnings after the expenses of the rentalbusiness, such as mortgage interest, property taxes,and maintenance,have been deducted from gross revenue. • The borrower has had late repayments,but has repaid all loans in full,with all interest and fees due. • Please consult the Off ering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the OfferingCircular SEC FiliNG INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No. 81to the OfferingCircular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS - ... \..... EL.t. o, Carrollton, TX 75007 Borrower intends to sellthe property to repay the Groundfloor loan. §Pro l1' <$' ·\. .St Ja•ne.s Or 0 ...V\ Map data ®2021 Terms of Use Report a map error INVEST NOW 1,f h PROPERTY DESCRIPTION After RepairValue (ARV) (2)$350,000 $39,175 TotalProject Costs (2)$310,825 $49,575 0% ----Skin-in-theFirst li en LoanCushion (2) Purchase Price $254,500Loan To ARV 74.6% Purchase Date04/15/2021Loan To Total84.1% (2) (2} (2) VALUATION REPORTS As Complete (ARV) $350,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps FINANCIAL OVERVIEW GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score (2)10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commi tment (2)1 Rate Projected Termoan ToARVloan AmountInvestors BORROWERPurpose loan Position Total oan Amount Repayment Terms ,__ F_i_rs_t_L_ie_n ,l I $26 , ,..=B:..:a.:.clol .:.:.o=n.:.:....:.pa:.:..y:m. :.::.._en_t p_r_in_c_i_p_al_a_n_d_i_nte_r_e_s-t-, _ . . returned on repayment/ due at maturity. Alfredo Goytia - principal ' Click here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1197 

 

 

1770 ' Najah Nabaa-principal I - Skin-in-the-Game CD 10 Project Cost ( View larger map Walker Av e Atlanta,GA 30337 _ Borrower intends to sellthe property to repay the Groundfloor loan. J.R Cr camP Go ogle Value of Properties CDTotal Debt CD Revenue CD HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Najah Nabaa Compl eted Projects Average Project ° II L---1 _----'11 CONTAINEDTHEREIN IS HELPFUL,WE DONOT USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THECOMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THE VALUATION SOURCES OR ANY OTHER MATERIALS PROVIDED BYTHE BORROWER. WHILE WE BELIEVE THE DATA * 'INFORMATIONBELOW IS SUPPLIED BY THE BORROWER AND ISNOT VERFI IED. BORROWERS REPRESENTAND WARRANT THAT INFORMATION SUPPLIED IS ACCURATE. RMN INVESTMENT GROUP LLC FINANCIAL DATAPROJECTS / REVENUE DATE OF FORMATION * 10/27/2011 Gross Margin% CD IPRINCIPAL FOCUS Single FamilyLoans Funded CDLoans Repaid CDPerYear CDRevenue CD 13 II $300K On TimeAverage ProjectAverage Total Repayment CDTime CDProject Costs CD 10.0% _'-l _ s_m_o_n_th_s ,ll$250K Reporting period:three years ending 2020 31.0% $808.7K $3SOK Reporting period:2020 Reportingdate:03/31/21 UNLESSNOTED WITHA BORROWER SUMMARY PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on April 12,2021by Groundfloor Finance Inc.("Groundfloor;·"we;·"us;·or "our") or a wholly-owned subsidiary of Groundfloor. The Borrower is now in possession of the property.If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • Please consult the OfferingCircul ar for further discussion of general risk factors. CLOSING CONOITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. OEVElOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the l oan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request.These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable l aw,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FiliNG INFORMATION • The seri es of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 (each,as amended and supplemented from time to time),including the documents incorporated by reference therein. You may access and review these documents on the Internal Filings Directory located on our Platform. MISCELLANEOUS .o""Address: 2193 PARK TERRACE,COLLEGE PARK ,GA 30337 Barrett Park ,2193 Park Terrace, .. The Borrower intends to use the l oan proceeds to purchase and renovate the property. Upon compl etion,the RugbyLn > p v•CV' t O·(l; Map data ®2021 Terms of Use R eport a map error Click here to view the LRO Agreement INVEST NOW PROPERTY DESCRIPTION As Complete (ARV) $387,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps AfterValue$387,000 TotalProject Costs CD$301,970 $30,200 0%----Skin-in-the-First li en Loan Cushion CD Game CD Purchase Price$160,000Loan ToARV 70.2% Purchase Date 04/12/2021Loan To Total89.6% CD CD CD VALUATION REPORTS FINANCIAL OVERVIEW GRADE FACTORS The followingfactors determine in part how the loan was graded: (in descending order of importance) Loan To ARV Score CD10 Quality of ValuationReport4 location8 Borrower Experience5 Borrower Commitment CD1 RateProjected Termoan ToARVloan AmountInvestors Purpose loan PositionTotal oan AmountRepayment Terms ,__ F_i_rs_t_L_ie_n ,l I $27 , ,..=B:a...::l.lco.:.:o. =.:n.:..p..:.:a.:y.:.:m.:.::.e._n_t p_r_in_c_i_p_a_a_n_d_i_n-et_r_e_s-t-, BORROWER _ . . returned on repayment/ due at maturity. RMN Investment GrOUP-LLC Cli ck here to view the LRO Agreement INVEST NOW Purchase & Renovation

 PS-1198 

 

 

2 Click here to view the LRO Agreement ------------------------------------------------------------Project Cost (!) :.\ Artistic Designs View larger map Jacksonville,FL 32221 Borrower intends to sell the property to repay the Groundfloor loan. • 0 .a.. Click here to view the LRO Agreement Map data ®2021 Terms of use Total Debt (!) Revenue (!) HISTORICAL AVERAGES GROUNDFLOOR HISTORY * Completed Projects Average Project CONTAINED THEREIN IS HELPFUL,WE DO NOl USE IT AS THE SOLE BASIS FORA FUNDING DECISION. THE COMPANY PLAYED NO ROLE IN THE PREPARATION OF ANY OF THE VALUAT ON SOURCES OR ANY OTHER MATERIALS PROVIDED BY THE BORROWER. WHILE WE BEL EVE THE DATA RAVE REVIEWS HOMES STAGING, LLCFINANCIAL DATAPROJECTS/ REVENUE DATE OF FORMATION * 02/01/2016 Gross Margin% (!) PRINCIPAL Melissa Morro FOCUS Fix& Fiip loans Funded (!)Loans Repaid (!)Per Year (!)R evenue (!) IL.1_11oIIoII$O On TimeAverage Project Average Total Repayment (!)Time (!)Project Costs (!) 10.0%IL o month_s J11$0 Reporting period:three years ending 2020 0.0% Reporting period:2020 Reportingdate:03/31/21 MISCELLANEOUS PROJECT SPECIFIC RISK FACTORS • The Borrower was advanced the money it needed to purchase this property on March 29, 2021by Groundfloor Finance Inc.{"Groundfloor;·"we;· "us;· or "our") or a wholly-owned subsidiary of Groundfloor.The Borrower is now in possession of the property. If this offering is fully subscribed,Groundfloor will continue to administer and service the loan as further described in the Offering Circular. • The renovation of the property may be extensive,and therefore subject to delays and other unexpected issues. • The renovation will require permitting,and permits may not be obtained on time or may be denied. • The Borrower has not completed or sold any projects in the past year.As such, the Borrower's average revenue,costs, and margins cannot be calculated. • The Principal has not yet completed or sold any projects. As such, the Principal's average revenue,costs,and margins cannot be calculated. • Please consult the Offering Circular for further discussion of general risk factors. CLOSING CONDITIONS • Loan is conditioned upon a clean title search and valid title insurance at the time of close. DEVELOPER FEES • GROUNDFLOOR generally charges borrowers between 2% and 6% of the principal amount of the loan for our services. • GROUNDFLOOR does not take a 'spread' on any part of the interest payments. • Developers may capitalize the cost of closing into the principal amount of their request. These closing costs typically range from $500 to $1500. • Unless otherwise limited by applicable law,GROUNDFLOOR will charge a penalty of 2% for any extension made to the borrower. See GROUNDFLOOR 'Fees and Expenses' in the Offering Circular SEC FILING INFORMATION • The series of LROs corresponding to this Project are offered pursuant to Post Qualification Amendment No.81to the Offering Circular dated December 29,2017 {each,as amended and supplemented from time to time), including the documents incorporated by reference therein. You may access and review these documents on the InternalFilings Directory located on our Platform. Address: 9890 WESTBOURNE CT,JACKSONVILLE,FL 32221 ........,", .., , ark Y Unlimited Inc 9890 Wesbourne Ct,The Borrower intends to use the loan proceeds to purchase and renovate the property.Upon completion, the ..... .: I INVEST NOW As Complete {ARV) $403,000 Broker's Price Opinion Borrower Provided Appraisal Borrower Provided Camps VALUATION REPORTS The following factors determine in part how the loan was graded: (in descending order of importance) Loan ToARVScore (!)10 Quality of Valuation Report4 Skin-in-the-Game (!)10 Location 8 Borrower Experience5 Borrower Commitment (!) 1 GRADEFACTORS FI NANCIAL OVERVIEW After Re$403,000 TotalCosts (!)$380,000 0% ---Skin-in-the First Lien LoanCushion (!) Game (!) Purchase Price (!} $334,470Loan To ARV (!} 69.5% Purchase Date 03/29/2021Loan To Total 73.1% PROJECT SUMMARY I 9890 WESTBOURNE CT, JACKSONVILLE, FL32221 RateProjected TermLoan ToARV Loan Amount Investors PurposeLoan Position Total Loan Amount Repayment Terms F_ir_s_t_u_e_n _JII $ SO,OOO BORROWER '-. . Rave Reviews Homes Staging, LLC Melissa Morro-principal INVEST NOW r--'-B-la.:.._lo_on__p_a_y_m_en__t-_-pr--i nci--pa_l_a_n_d_ni -t-ere-_s ,t returned on repayment I due at maturity. Purchase& Renovation

 

  

 PS-1199 

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

You should read the following discussion in conjunction with Groundfloor’s unaudited condensed consolidated financial statements and the related notes and the section entitled “Description of the Company’s Business” elsewhere in this Offering Circular. This discussion contains forward-looking statements that involve risks and uncertainties. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors, including but not limited to those discussed in the section entitled “Risk Factors” and elsewhere in this Offering Circular.

 

Overview

 

Groundfloor Finance Inc. (“Groundfloor” or “Groundfloor Finance”) maintains and operates the Groundfloor Platform for use by us and Groundfloor subsidiaries to provide real estate development investment opportunities to the public. Groundfloor was originally organized as a North Carolina limited liability company under the name of Fomentum Labs LLC on January 28, 2013. Fomentum Labs LLC changed its name to Groundfloor LLC on April 26, 2013, and converted into a North Carolina corporation on July 26, 2013. In connection with this conversion, all equity interests in Groundfloor LLC were converted into shares of our common stock. In August 2014, Groundfloor converted into a Georgia corporation and changed its name to Groundfloor Finance Inc. The unaudited condensed consolidated financial statements include Groundfloor’s wholly-owned subsidiaries. Groundfloor Holdings GA, LLC is the holder of the Revolver, as defined in Note 7. Groundfloor Properties GA LLC was created for the purpose of financing real estate in Georgia. Groundfloor Real Estate 1 LLC, Groundfloor Real Estate 2 LLC, and Groundfloor Yield LLC were created for the purpose of financing real estate in any state. Groundfloor Real Estate, LLC is currently inactive and management does not have plans to use this entity in the near future.

 

Funding Loan Advances

 

To date, the Company has entered into the following financial arrangements designed to facilitate Loan advances.

 

In November 2016, the Company entered into the Revolver credit facility to fund Loan advances (as defined below). The terms of the credit facility are as follows: Interest accrues at the greater of 10.0% per annum or the weighted average annual interest rate of the Loans then held by Holdings which have been originated with proceeds from the credit facility. The revolving credit facility was originally limited to $1.5 million with an option to increase the limit to $15.0 million (under certain circumstances). In March 2020, in connection with the novel coronavirus pandemic and the related tightening of credit markets, GROUNDFLOOR’s creditor informed the Company that it would cease funding of draws on the Revolver for an undefined period of time and replace the lost financing by expanding on other existing sources of lending capital, most importantly the GROUNDFLOOR Notes program. In response, the Company developed a plan to repay the outstanding principal and accrued interest on the Revolver. The outstanding principal and accrued interest on the Revolver were repaid in full in June 2020 and no outstanding balance remains as of December 31, 2020. 

 

On January 11, 2017, Groundfloor entered into the ISB Note (as defined below) for a principal sum of $1.0 million, which was subsequently increased to $2.0 million, for the purpose of using the proceeds for our loan advance program, but may use the proceeds for other purposes in our sole discretion. The outstanding principal and accrued interest on the ISB Note were repaid in full in September 2019.

 

Starting in November 2018 and continuing through 2020, Groundfloor entered into various GROUNDFLOOR Notes, secured promissory notes, with accredited investors. The GROUNDFLOOR Notes are used for the purpose of the Company to originate, buy, and service loans for the purpose of building, buying, or rehabilitating single family and multifamily structures, or buying land for commercial purposes. The principal outstanding as of December 31, 2020, was $18.9 million.

 

In November and December 2019, Groundfloor entered into various short-term, secured promissory notes with accredited investors. Proceeds from the notes are used by the Company for originating, buying, and servicing loans to developers for the purpose of building, buying, and rehabilitating single family and multifamily structures, or buying land for commercial purposes. The aggregate principal outstanding of these loans as of December 31, 2019, was $1.3 million; those loans were repaid in full at maturity during the twelve months ended December 31, 2020 and no balance remains outstanding as of December 31, 2020.

 

Financial Position and Operating History

 

In connection with their audit for the year ended December 31, 2020, our auditors expressed substantial doubt about our ability to continue as a going concern due to our losses and cash outflows from operations. To strengthen our financial position, Groundfloor have continued to raise additional funds through convertible debt and equity offerings.

 

Groundfloor has a limited operating history and have incurred a net loss since our inception. Our net loss was $4.8 million for the six months ended December 31, 2020. To date, Groundfloor has earned limited revenues from origination and servicing fees charged to borrowers in connection with the loans made by the Company and its wholly-owned subsidiaries GRE 1 and Groundfloor GA corresponding to the LROs and Georgia Notes. Groundfloor has funded our operations primarily with proceeds from our convertible debt and preferred stock issuances, which are described below under “Liquidity and Capital Resources”. Over time, Groundfloor expects that the number of borrowers and lenders, and the volume of loans originated through the Groundfloor Platform, will increase and generate increased revenue from borrower origination and servicing fees.

 

 

 

The proceeds from the sale of LROs described in this Offering Circular will not be used to directly finance our operations. Groundfloor will use the proceeds from sales of LROs exclusively to originate the Loans that correspond to the corresponding series of LROs sold to investors. However, Groundfloor collects origination and servicing fees on Loans Groundfloor is able to make to Developers, which Groundfloor recognizes as revenue. The more Loans Groundfloor is able to fund through the proceeds of our offerings, the more fee revenue Groundfloor will make. With increased fee revenue, our financial condition will improve. However, Groundfloor does not anticipate this increased fee revenue to be able to fully support our operations through the next twelve months.

 

Groundfloor’s operating plan calls for a continuation of the current strategy of raising equity and, in limited circumstances, debt financing to finance its operations until Groundfloor reach profitability and become cash-flow positive, which Groundfloor does not expect to occur before 2021. Groundfloor’s operating plan calls for significant investments in website development, security, investor sourcing, loan processing and marketing, and for several rounds of equity financing before Groundfloor reaches profitability.

 

To date, the company has raised funds for operations through multiple common stock, preferred stock, and convertible note fundraising rounds. In 2020, the company raised approximately $0.5 million in a 2020 Common Stock Offering and has, as of December 31, 2020, raised approximately $2.7 million in new operating capital through a Series B preferred stock offering. See “Liquidity and Capital Resources” below.

 

Critical Accounting Policies and Estimates

 

This discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which Groundfloor has prepared in accordance with generally accepted accounting principles. The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates. Our significant accounting policies are more fully described in Note 1 to our consolidated financial statements included elsewhere in this Offering Circular.

 

Software and Website Development Costs

 

Internal use software and website development costs are capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed and the software will be used as intended. Internal use software and website development costs are amortized on a straight line basis over the project’s estimated useful life, generally three years. Capitalized internal use software development costs consist of fees paid to third-party consultants who are directly involved in development efforts. Costs related to preliminary project activities and post implementation activities, including training and maintenance, are expensed as incurred. Costs incurred for upgrades and enhancements that are considered to be probable to result in additional functionality are capitalized. Development costs of our website incurred in the preliminary stages of development are expensed as incurred. Once preliminary development efforts are successfully completed, internal and external costs, if direct and incremental, are capitalized until the software is substantially complete and ready for its intended use.

 

Share Based Compensation

 

Groundfloor accounts for share-based compensation using the fair value method of accounting which requires all such compensation to employees and nonemployees, including the grant of employee stock options, to be recognized in the income statement based on its fair value at the measurement date (generally the grant date). The expense associated with share-based compensation is recognized on a straight-line basis over the service period of each award.

 

Allowance for Uncollectable Loans and Undeliverable Limited Recourse Obligations

 

Payments to holders of Georgia Notes or LROs, as applicable, depend on the payments received on the corresponding Loans; a reduction or increase of the expected future payments on Loans will decrease or increase the reserve for the associated Georgia Notes or LROs. The Company recognizes a reserve for uncollectable Loans and corresponding reserve for undeliverable Georgia Notes or LROs in an amount equal to the estimated probable losses net of recoveries. The allowance is based on management’s estimates and analysis of historical bad debt experience, existing economic conditions, current loan aging schedules, and expected future write-offs, as well as an assessment of specific, identifiable Developer accounts considered at risk or uncollectible. Expected losses and actual charge-offs on Loans are offset to the extent that the Loans are financed by Georgia Notes or LROs, as applicable, that effectively absorb the related Loan losses.

 

 

 

Nonaccrual and Past Due Loans

 

Accrual of interest on “Loans to developers, net” and corresponding “Limited recourse obligations, net” is discontinued when, in management’s opinion, the collection of the interest income appears doubtful. “Interest income” and “Interest expense” on the “Loans to developers, net” and the corresponding “Limited recourse obligations, net” are discontinued and placed on nonaccrual status at the time the Loan is 90 days delinquent unless the Loan is well secured and in process of collection. A Loan may also be placed on nonaccrual status when, in management’s judgment, the collection of the interest income appears doubtful based on the status of the underlying development project, even if the Loan is not yet 90 days delinquent. Loans may be returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

 

The “Loans to developers, net” and corresponding “Limited recourse obligations, net” are charged off to the extent principal or interest is deemed uncollectible. All interest accrued but later charged off for “Loans to developers, net” and “Limited recourse obligations, net” is reversed against “Interest income” and the corresponding LROs recorded “Interest expense”.

 

Impaired Loans

 

Loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreements. Impaired loans include loans on nonaccrual status. When determining if the Company will be unable to collect all principal and interest payments due in accordance with the contractual terms of the loan agreement, the Company considers the borrower’s capacity to pay, which includes such factors as the borrower’s current financial position, an analysis of global cash flow sufficient to pay all debt obligations and an evaluation of secondary sources of repayment, such as collateral value and guarantor support. The Company individually assesses for impairment all nonaccrual loans and all loans in fundamental default. The tables below include all loans deemed impaired, whether or not individually assessed for impairment. If a loan is deemed impaired, a specific valuation allowance is allocated, if necessary, so that the loan is reported net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Interest payments on impaired loans are typically applied to principal unless collectability of the principal amount is reasonably assured, in which case interest is recognized on a cash basis.

 

Provision for Income Taxes

 

Groundfloor accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized.

 

Results of Operations

 

Twelve Months Ended December 31, 2020 and 2019

 

   Twelve Months Ended December 31, 
   2020   2019 
Non-interest revenue:          
Origination fees  $2,548,305   $2,748,150 
Loan servicing revenue   1,348,332    1,964,284 
Total non-interest revenue   3,896,637    4,712,434 
Net interest income:          
Interest income   7,597,436    6,323,801 
Interest expense   (6,042,535)   (4,633,122)
Net interest income   1,554,901    1,690,679 
Net revenue   5,451,538    6,403,113 
Cost of revenue   (611,436)   (779,756)
Gross profit   4,840,102    5,623,357 
Operating expenses:          
General and administrative   3,006,854    2,514,202 
Sales and customer support   2,457,720    2,939,149 
Development   1,205,399    1,125,071 
Regulatory   353,103    208,874 
Marketing and promotions   1,453,840    1,515,558 
Total operating expenses   8,476,916    8,302,854 
Loss from operations   (3,636,814)   (2,679,497)
Interest expense on corporate debt instruments   1,149,819    1,157,769 
Net loss  $(4,786,633)  $(3,837,266)

 

 

 

Net Revenue

 

Net revenue for the twelve months ended December 31, 2020 and 2019 was $5.5 million and $6.4 million, respectively, a decrease of $0.9 million or 14.9%. The Company facilitated the origination of 380 and 646 developer loans during the twelve months ended December 31, 2020 and 2019, respectively. Origination fees and loan servicing revenue were earned related to the origination of these developer loans. Origination fees are determined by the term and credit risk of the developer loan and range from 1.0% to 6.0%. The fees are deducted from the loan proceeds at the time of issuance. Loan servicing revenue are fees incurred in servicing the developer’s loan. Additionally, Groundfloor incurred net interest income during the loan advance period. The decrease in net interest income is due to the decrease in the overall portfolio size. Groundfloor expects operating revenue to increase as its loan application and processing volume increases.

 

Gross Profit

 

Gross profit for the twelve months ended December 31, 2020 and 2019 was $4.8 million and $5.6 million, respectively, a decrease of $0.8 million or 13.9%. The decrease in gross profit was due primarily to a reduction in origination and servicing revenues, as the Company originated fewer loans in both units and total loan volume relative to the prior year. The decrease in origination volume is attributable to a drastic reduction in lending in the second fiscal quarter, attributable to pandemic-related circumstances. Cost of revenue consists primarily of payment processing and vendor costs associated with facilitating and servicing loans. Groundfloor expects gross profit to increase as its loan application and processing volume increases.

 

General and Administrative Expense

 

General and administrative expense for the twelve months ended December 31, 2020 and 2019, were $3.0 million and $2.5 million, respectively, an increase of $0.6 million or 20.0%. General and administrative expenses consists primarily of employee compensation cost, professional fees, consulting fees and rent expense. The increase was driven primarily by an increase in stock compensation expense and shifting of some key employee salaries to general and administrative expense to align with changes in their roles. Groundfloor expects general and administrative expense will continue to increase due to the planned investment in business infrastructure required to support its growth.

 

Sales and Customer Support

 

Sales and customer support expense for the twelve months ended December 31, 2020 and 2019, were $2.5 million and $3.0 million, respectively, a decrease of $0.5 million or 16.4%. Sales and customer support expense consists primarily of employee compensation cost. The decrease was primarily due to a decrease in compensation related to a reduction of headcount. Groundfloor expect sales and customer support expense will continue to increase due to the planned investment in customer acquisition and support required to support its growth.

 

Development Expense

 

Development expense for the twelve months ended December 31, 2020 and 2019, were $1.2 million and $1.1 million, respectively, an increase of $0.1 million or 7.1%. Development expense consists primarily of employee compensation cost and the cost of subcontractors who work on the development and maintenance of our website and lending platform. The increase was attributable to an increase in compensation cost as a result of new hiring and compensation adjustments. Groundfloor expects development expense will continue to increase due to the planned investments in our website and lending platform required to support our technology infrastructure as Groundfloor grows.

 

Regulatory Expense

 

Regulatory expense for the twelve months ended December 31, 2020 and 2019, were $0.4 million and $0.2 million, respectively, an increase of $0.2 million or 69.1%. Regulatory expense consists primarily of legal fees and compensation cost required to maintain SEC and other regulatory compliance. Groundfloor expects regulatory expense may increase due to the additional expense related to qualifying our offerings with the SEC, including our transition to Tier 2 under Regulation A, which will require complying with ongoing reporting requirements with the SEC and certain filing fees with applicable state regulatory authorities.

 

 

 

Marketing and Promotions Expense

 

Marketing and promotions expense for the twelve months ended December 31, 2020 and 2019, remained approximately constant at $1.5 million for both periods. A reduction in marketing aimed at attracting borrowers, a consequence of a reduction in lending activity, was approximately offset by an increase in marketing and advertising aimed at attracting new investors. Marketing and promotions expense consists primarily of consulting expense, compensation cost as well as promotional and advertising expense.

 

Interest Expense

 

Interest expense for the twelve months ended December 31, 2020 and 2019, excluding interest paid on limited recourse obligations and GROUNDFLOOR Notes, was $1.1 million and $1.2 million, respectively, a decrease of $0.1 million or $0.7%. The company incurred $0.5 million and $0.8 million in interest expense warehousing loans on the Revolver during the twelve months ended December 31, 2020 and 2019, respectively. Interest expense related to the 2019 Subordinated Convertible Notes (as defined below) of $0.6 million and $0.3 million was recognized during the twelve months ended December 31, 2020 and 2019, respectively.

 

Net Loss

 

Net loss for the twelve months ended December 31, 2020 and 2019 was $4.8 million and $3.8 million, respectively, a net loss increase of $1.0 million or 24.7%. The increase in the net loss was primarily attributable to a reduction in lending volume leading to a reduction in net revenue from $6.4 million to $5.4 million, with no significant reduction in operating costs.

 

Liquidity and Capital Resources

 

The audited condensed consolidated financial statements included in this Offering Circular have been prepared assuming that Groundfloor will continue as a going concern; however, the conditions discussed below raise substantial doubt about our ability to continue as a going concern. The audited condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should Groundfloor be unable to continue as a going concern.

 

Groundfloor incurred a net loss for the twelve months ended December 31, 2020 and 2019, and have an accumulated deficit as of December 31, 2020 of $26.2 million. Since our inception, Groundfloor have financed our operations through debt and equity financing from various sources. Groundfloor are dependent upon raising additional capital or seeking additional equity financing to fund our current operating plans for the foreseeable future. Failure to obtain sufficient equity financing and, ultimately, to achieve profitable operations and positive cash flows from operations could adversely affect our ability to achieve its business objectives and continue as a going concern. Further, there can be no assurance as to the availability or terms upon which the required financing and capital might be available.

 

   For the twelve
months ended
December 31,
2020
   For the twelve
months ended
December 31,
2019
 
Operating activities  $(4,889,069)  $(769,848)
Investing activities   4,211,763    (40,097,871)
Financing activities   407,282    39,957,827 
Net increase (decrease) in cash  $(270,024)  $629,804 

 

Net cash flows from operating activities for the twelve months ended December 31, 2020 and 2019, was $(4.9) million and $0.8 million, respectively. Net cash used in operating activities funded salaries, expense for contracted marketing, development and other professional service providers and expense related to sales and marketing initiatives.

 

Net cash flows from investing activities for the twelve months ended December 31, 2020 and 2019 was $4.2 million and $(40.1) million, respectively. Net cash used in investing activities primarily represents loan payments to developers offset by the repayment of loans to developers.

 

Net cash flows from financing activities for the twelve months ended December 31, 2020 and 2019 was $0.4 million and $39.9 million, respectively. Net cash provided by financing activities primarily represents proceeds from the issuance of GROUNDFLOOR Notes and LROs to investors through the Groundfloor Platform, and proceeds from equity offerings, offset by repayments of GROUNDFLOOR Notes and LROs to investors.

 

Groundfloor issued and sold 91,259 shares Series Seed Preferred Stock at an initial closing on December 5, 2014 (the “Series Seed Initial Closing”), for total proceeds of $475 thousand, pursuant to the Series Seed Preferred Stock Purchase Agreement (the “Series Seed Purchase Agreement”), dated December 5, 2014 between us and the investors named therein (the “Series Seed Investors”). In addition, at the Series Seed Initial, the entire unpaid principal and interest outstanding under certain previously-issued convertible promissory notes converted into 276,391 additional shares of Series Seed Preferred Stock. Groundfloor issued and sold an aggregate of 201,146 additional shares of Series Seed Preferred Stock, for total proceeds of $1.1 million, at subsequent closings on April 1, 2015, May 12, 2015 and August 31, 2015 (collectively, the “Series Seed Subsequent Closings” and together, with the Series Seed Initial Closing, the “Series Seed Financing”). Pursuant to the Series Seed Purchase Agreement, the Company sold each share of Series Seed Preferred Stock for $5.205 per share. In connection with the Series Seed Financing, Groundfloor also entered into an Investors’ Rights Agreement with the Series Seed Investors and certain holders of our common stock, which was subsequently amended and restated in connection with the Series A Financing. The shares of Series Seed Preferred Stock were offered and sold pursuant to the federal exemption from registration set forth in Rule 506 of Regulation D under the Securities Act. The Series Seed Financing terminated following the final Series Seed Subsequent Closing and Groundfloor does not intend to sell any additional shares of Series Seed Preferred Stock.

 

 

 

During November 2015, Groundfloor entered into promissory notes with investors for total proceeds of $250 thousand (the “2015 Bridge Notes”). The notes incur interest at the rate of 12% per annum. The outstanding principal and all accrued but unpaid interest was due and payable on the earlier of May 5, 2016 or the closing of an equity financing with gross proceeds of at least $4.3 million. The 2015 Bridge Notes and all accrued but unpaid interest thereunder were cancelled as consideration for 37,561 shares of Series A Preferred Stock in connection with the Series A Initial Closing. The notes were offered and sold pursuant to the federal exemption from registration set forth in Rule 506 of Regulation D under the Securities Act. The 2015 Bridge Notes Financing terminated with the closing of the Series A Financing.

 

In addition, Groundfloor issued and sold 709,812 shares of Series A Preferred Stock at an initial closing on November 24, 2015 and subsequent closings through December 2015, for total gross proceeds of approximately $4.7 million, pursuant to the Series A Preferred Stock Purchase Agreement. Pursuant to the Series A Purchase Agreement, the Company sold each share of Series A Preferred Stock for $6.69 per share. The shares of Series A Preferred Stock were offered and sold pursuant to the federal exemption from registration set forth in Rule 506 of Regulation D under the Securities Act. The Series A Financing terminated in December 2015 and Groundfloor does not intend to sell any additional shares of Series A Preferred Stock.

 

On November 1, 2016, Holdings, the Company’s wholly-owned subsidiary, as borrower, entered into a revolving credit facility (the “Revolver”) with Revolver Capital. The credit agreement (the “Credit Agreement”) provides for revolving loans up to a maximum aggregate principal amount of $1.5 million (the “Revolving Credit Commitments”). The Revolver will be used for bridge funding of underlying loans pending qualification from the SEC. The term of the Revolver was extended in October 2017 and will mature on April 4, 2019.

 

On November 11, 2016, the Company entered into a First Amendment to the Credit Agreement, which amended the Credit Agreement to increase the Revolving Credit Commitments thereunder from $1.5 million to $2.5 million. On December 21, 2016, the Company entered into a Second Amendment to the Credit Agreement, which amended the Credit Agreement to increase the Revolving Credit Commitments thereunder from $2.5 million to $3.5 million. On April 7, 2017, the Company entered into a Third Amendment to the Credit Agreement, which increased the Revolving Credit Commitments thereunder from $3.5 million to $4.5 million. The other terms of the credit facility remain unchanged.

 

On April 4, 2018, the Credit Agreement dated as of November 2, 2016, as amended by the First Amendment as of November 14, 2016, the Second Amendment dated as of February 22, 2017 and the Third Amendment dated as of April 7, 2017, was assigned to ACM Alamosa DA LLC. The Company and the lender agreed to amend and restate the Original Credit Agreement in its entirety. The other terms of the credit facility remain unchanged.

 

On September 18, 2018, the Company increased the Revolving Credit Commitments thereunder from $4,500,000 to $5,500,000. In connection with the increase the Company paid a $10,000 commitment fee, which is capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

On August 8, 2019, the Company increased the Revolving Credit Commitments thereunder from $5,500,000 to $8,500,000. In connection with the increase the Company paid a $30,000 commitment fee, which is capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

On October 1, 2019, the Company increased the Revolving Credit Commitments thereunder from $8,500,000 to $10,500,000. In connection with the increase the Company paid a $20,000 commitment fee, which is capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

In March 2020, in connection with the novel coronavirus pandemic and the related tightening of credit markets, GROUNDFLOOR’s creditor informed the Company that it would cease funding of draws on the Revolver for an undefined period of time and replace the lost financing by expanding on other existing sources of lending capital, most importantly the GROUNDFLOOR Notes program. In response, the Company developed a plan to repay the outstanding principal and accrued interest on the Revolver. The outstanding principal and accrued interest on the Revolver were repaid in full in June 2020 and no outstanding balance remains as of December 31, 2020.

 

 

 

On January 11, 2017, Groundfloor entered into the ISB Note in favor of ISB for a principal sum of $1.0 million. Groundfloor paid to ISB an origination fee of $10 thousand concurrently with the funding by ISB of the principal of the ISB Note. Groundfloor subsequently entered into an amendment to the ISB Note extending the repayment schedule in return for a $5 thousand amendment fee, a second amendment increasing the principal amount outstanding to $2.0 million for a $30 thousand amendment fee, a third amendment further extending the repayment schedule among other terms described below in return for a $10 thousand amendment fee, and a fourth amendment further extending the repayment schedule among other terms described below for a $10 thousand amendment fee.

 

The ISB Note incurs interest at the rate of 8% per annum from January 11, 2017 until September 30, 2017 and 14% per annum from October 1, 2017 until payment in full of the ISB Note, in each case calculated on the basis of a 360-day year for the actual number of days elapsed. The ISB Note must be repaid as follows: (i) $50,000, plus any accrued but unpaid interest thereon, commencing on April 30, 2019, and each month thereafter, (ii) $1,000,000, plus any accrued but unpaid interest thereon, is due and payable on September 30, 2019, and (iii) any remaining outstanding principal amount, plus any remaining accrued but unpaid interest, is due and payable on December 31, 2020. As of the date hereof, the principal sum was paid in full and the note is no longer outstanding.

 

The ISB Note includes certain financial covenants related to the Company’s quarterly financial results and operating capital. The ISB Note is subject to customary event of default provisions. Upon the occurrence of any event of default, the interest rate under the ISB Note shall increase by 7%. As collateral security for the ISB Note, Groundfloor granted to ISB a first priority security interest in all of its assets, subject to certain exceptions. Among other things, the security interest specifically excludes (i) any assets serving as collateral for the Company’s credit facility with Revolver Capital; (ii) any Loans for which a series of LROs has been issued, regardless of whether such Loans and corresponding series of LROs have been originated and issued by us or one of our subsidiaries; and (iii) the equity interest in any subsidiary formed by us for the sole purpose of issuing Loans and corresponding series of LROs.

 

In connection with the third amendment to the ISB Note, the Company agreed to issue to ISB a warrant for the purchase of shares of our common stock on the first day of each quarter commencing on October 1, 2017 until the ISB Note is repaid in full for the purchase of the following number of shares: (i) for each quarter until and including the first quarter of 2019, 4,000 shares of common stock; (ii) for the second quarter of 2019, 3,500 shares of common stock, (iii) for the third quarter of 2019, 2,300 shares of common stock; and (iv) for the fourth quarter of 2019, 1,100 shares of common stock.

 

On April 1, 2019, the 2017 Note was amended and restated for a fee of $10,000, to be deferred and amortized over the life of the 2017 Note. The stated interest rate under the amended and restated promissory note and security agreement (“Restated Note”) was increased to 14%. Under the terms of the Restated Note, $50,000 of the principal amount plus any accrued but unpaid interest thereon was due and payable commencing on April 30, 2019, and each month thereafter; $1.0 million of the principal amount plus any accrued but unpaid interest was due and payable on September 30, 2019; and any remaining outstanding principal and accrued interest was due and payable on December 31, 2020. The agreement states that the Company may prepay the 2017 Note without premium or penalty.

 

In 2019, the Company made five payments of principal and accrued interest as outlined in the Restated Note agreement. The Company then prepaid the outstanding principal on the Restated Note in full, with accrued interest, on September 24, 2019.

 

As of December 31, 2019, there was no remaining balance outstanding on the Company’s Consolidated Balance Sheets. Amortization of deferred financing costs related to the 2017 ISB Note was $25,000 for the year ended December 31, 2019. Amortization of the related debt discount was $223,000 for the year ended December 31, 2019.

 

From March 2017 to December 2017, Groundfloor issued subordinated convertible notes (the “Subordinated Convertible Notes”) to investors for total proceeds of $2.1 million (the “2017 Note Financing”). On October 27, 2017, the Company entered into amendments to the outstanding Subordinated Convertible Notes and related Subordinated Convertible Promissory Note Purchase Agreement raising the principal amount of Subordinated Convertible Notes that may be sold to $2.0 million, extending the maturity date, and allowing the Subordinated Convertible Notes, at the option of the holders, to convert outstanding principal and accrued but unpaid interest into shares of the Company’s common stock as described below. In November 2017, Groundfloor issued Subordinated Convertible Notes to investors for additional proceeds of $675 thousand. Furthermore, in December 2017, Groundfloor oversubscribed and issued Subordinated Convertible Notes to investors for additional proceeds of $550 thousand. The notes incur interest at the rate of 8% per annum. The outstanding principal and all accrued but unpaid interest is due and payable on the earlier of September 30, 2019 or the consummation of a sale of the Company by consolidation, merger, change of majority ownership, or sale or other disposition of all or substantially all of the assets of the Company (the “Maturity Date”). In the event of a closing of a preferred stock financing with gross proceeds of at least $8.0 million (“Qualified Preferred Financing”) prior to the Maturity Date, the outstanding principal and all accrued but unpaid interest would become automatically converted into shares of our preferred stock issued in the financing at a price per share equal to 75% of the price per share of the preferred stock financing. In the event of a closing of a common stock financing under Regulation A with gross proceeds of at least $3.0 million (“Qualified Common Financing”) prior to the Maturity Date, then each holder may elect, in its discretion, to convert the outstanding principal and all accrued but unpaid interest into shares of our common stock issued in the financing at a price per share equal to 90% of the price per share of the common stock financing. The indebtedness represented by the Subordinated Notes is subordinated in all respects to the principal of (and premium, if any), unpaid interest on and amounts reimbursable, fees, expenses, costs of enforcement, and other amounts due in connection with the Revolver and ISB Note.

 

 

 

On February 9, 2018, Groundfloor launched an offering of our common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2018 Common Stock Offering”). As described in this Offering Circular, Groundfloor is offering up to 500,000 shares of our common stock at $10 per share, with a minimum investment of $100, or 10 shares of common stock. The aggregate initial offering price of our common stock will not exceed $5,000,000 in any 12-month period, and there is no minimum offering amount. Groundfloor is also offering a Bonus Share Program where Groundfloor may issue up to 30,000 additional bonus shares of our common stock pursuant to the terms of this Offering Circular. As of December 31, 2018, Groundfloor issued 437,917 shares of common stock in the 2018 Common Stock Offering for $4.2 million in proceeds.

 

On October 12, 2018, the Company entered into a common stock purchase agreement for private placement of 125,000 shares of the Company’s common stock for proceeds of $1.5 million.

 

In January 2019, the Company launched an offering of its common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2019 Common Stock Offering”). The Company offered up to 900,000 shares of common stock at $15.00 per share, with a minimum investment of $150, or 10 shares of common stock. According to the terms of the offering statement, the aggregate initial offering price of the common stock will not exceed $13,500,000 in any 12-month period, and there is no minimum offering amount. The Company may issue up to 30,000 additional bonus shares through an incentive program available to investors who had provided a previous indication of interest in investing in the Company. 

 

The 2019 Common Stock Offering closed on a rolling basis from January 2019 to July 2019. As a result of the offering, the Company received gross proceeds of $3.1 million in exchange for the issuance of 214,535 shares of common stock, including 6,800 bonus shares issued through the incentive program described above.

 

In conjunction with the 2019 Common Stock Offering, certain holders of Restated Subordinated Convertible Notes converted their outstanding principal and accrued interest into common stock at a contractually agreed upon 10% discount to the offered price. In 2019, $60,000 in notes principal and accrued interest were converted into 4,440 shares of common stock.

 

From September 2019 to December 2019, the Company issued subordinated convertible notes (the “2019 Subordinated Convertible Notes”) to Investors for total proceeds of $3.6 million. The 2019 Subordinated Convertible Notes bear interest at the rate of 10% per annum. The outstanding principal and all accrued but unpaid interest is due and payable on the earlier of August 30, 2021, or the consummation of a sale of the Company by consolidation, merger, change of majority ownership, or sale or other disposition of all or substantially all of the assets of the Company (the “Maturity Date”). In the event of a closing of a preferred stock financing with gross proceeds of at least $8.0 million (“Qualified Preferred Financing”) prior to the Maturity Date, the outstanding principal and all accrued but unpaid interest may be converted into shares of preferred stock issued in the financing at a price per share equal to 90% of the offering price per share in the Qualified Preferred Financing. At any time after six months after the issuance of a 2019 Subordinated Convertible Note, the investor may convert all or a portion of the outstanding principal and accrued interest into shares of common stock at 90% of the per share price of common stock at the time of conversion, as reasonably determined by the Board. The indebtedness represented by the 2019 Subordinated Convertible Notes is subordinated in all respects to the principal of (and premium, if any), unpaid interest on and amounts reimbursable, fees, expenses, costs of enforcement, and other amounts due in connection with the Revolver.

 

Because of the contractual right of noteholders to convert their holdings to common stock at a discount to fair value, the Company determined that the 2019 Subordinated Convertible Notes contain a beneficial conversion feature. The Company recognized this beneficial conversion feature as a debt discount and component of additional paid-in capital at the in-the-money amount of $0.4 million at the time of issuance. The discount is being amortized to interest expense until the earlier of maturity or exercise of the conversion option.

 

In February 2020, the Company launched an offering of its common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2020 Common Stock Offering”). Participation in the 2020 Common Stock Offering was limited to existing shareholders. The Company offered shares of common stock at $17.50 per share, with a minimum investment of $175, or 10 shares of common stock. As a result of the offering, the Company received gross proceeds of approximately $0.5 million in exchange for the issuance of 30,794 shares of common stock.

 

In April 2020, the Company obtained an $829,100 loan under the Paycheck Protection Program (“PPP”). The Company used the PPP Loan proceeds to cover payroll costs, rent and utilities in accordance with the relevant terms and conditions of the CARES Act.

 

 

 

In July 2020, the Company launched an offering of 548,546 shares of Series B Preferred Stock at $18.23 per share (“Series B Preferred Stock Offering”). As a result of the offering, the Company has as of December 31, 2020 received gross proceeds of approximately $2.7 million in exchange for the issuance of 159,748 shares of Series B preferred stock. The Series B Preferred Stock Offering remains open and accepting new investment as of December 31, 2020.

 

Groundfloor has incurred losses since its inception, and Groundfloor expects it will continue to incur losses for the foreseeable future. Groundfloor requires cash to meet its operating expenses and for capital expenditures. To date, Groundfloor has funded its cash requirements with proceeds from its convertible note and preferred stock issuances. Groundfloor anticipate that it will continue to incur substantial net losses as it grows the Groundfloor Platform. Groundfloor does not have any committed external source of funds, except as described above. To the extent our capital resources are insufficient to meet its future capital requirements, Groundfloor will need to finance its cash needs through public or private equity offerings or debt financings. Additional equity or debt financing may not be available on acceptable terms, if at all. On October 30, 2017, Groundfloor filed an offering statement on Form 1-A with the SEC for a proposed offering of its common stock. On February 9, 2018, Groundfloor’s offering statement on Form 1-A was qualified to issue Groundfloor common stock.

  

Plan of Operation

 

Prior to September 2015, Groundfloor’s operations were limited to issuing Georgia Notes solely in Georgia to Georgia residents pursuant to an intrastate crowdfunding exemption from registration under the Securities Act and qualification under Georgia law. On September 7, 2015, the SEC qualified Groundfloor’s first offering statement on Form 1-A covering seven separate series of LROs corresponding to the same number of Projects in eight states and the District of Columbia. Subsequently, Groundfloor has not issued, and do not intend to issue in the future, any additional Georgia Notes. Since that time, Groundfloor has qualified two additional offering statements on Form 1-A in addition to an offering statement on Form 1-A qualified for GRE 1, its wholly-owned subsidiary, in each case under Tier 1 of Regulation A. In January 2018, Groundfloor’s offering statement relating to the offer and sale of limited recourse obligations (the “LRO Offering Circular”) was qualified by the SEC under Tier 2 of Regulation A, raising the annual aggregate amount of LROs which Groundfloor may offer and sell to $50 million, less any other securities sold by Groundfloor under Regulation A (including pursuant to this Offering Circular). Groundfloor has filed, and intends to continue to file, post-qualification amendments to the LRO Offering Circular on a regular basis to include additional series of LROs. Groundfloor expect to expand the number of states in which Groundfloor offers and sells LROs during the next 12 months. With this increased geographic footprint, Groundfloor expects that the number of borrowers and corresponding investors, and the volume of loans originated through the Groundfloor Platform, will increase and generate increased revenue from borrower origination and servicing fees.

 

As the volume of Groundfloor loans and corresponding offerings increase, Groundfloor plans to continue the current strategy of raising equity and, in limited circumstances, debt financing to finance our operations until Groundfloor reaches profitability and becomes cash-flow positive, which Groundfloor does not expect to occur before 2021. Future equity or debt offerings by Groundfloor will be necessary to fund the significant investments in website development, security, investor sourcing, loan processing and marketing necessary to reach profitability. Groundfloor expects to hire more staff to support its expected growth in operations and to invest heavily in marketing throughout the next year.

 

Off-Balance Sheet Arrangements

 

We do not engage in any off-balance sheet financing activities. We do not have any interest in entities referred to as variable interest entities, which include special purpose entities and other structured finance entities.

 

 

 

 GROUNDFLOOR FINANCE INC. 

AND SUBSIDIARIES

 

Consolidated Financial Statements

 

December 31, 2020 and 2019

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Table of Contents

 

December 31, 2020 and 2019

 

Independent Auditors’ Report F-2
   
Consolidated Financial Statements  
   
Consolidated Balance Sheets F-4
   
Consolidated Statements of Operations F-5
   
Consolidated Statements of Stockholders’ Deficit F-6
   
Consolidated Statements of Cash Flows F-7
   
Notes to Consolidated Financial Statements F-9

 

 

 

 

 

Independent Auditor’s Report

 

To the Board of Directors 

Groundfloor Finance, Inc. and Subsidiaries

Atlanta, Georgia

 

We have audited the accompanying consolidated financial statements of Groundfloor Finance, Inc. and Subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019 and the related statements of operations, stockholders’ deficit, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

 

Management’s Responsibility for the Consolidated Financial Statements

 

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditor’s Responsibility

 

Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

 

F-2

 

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

Opinion

 

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

 

Substantial Doubt about the Company’s Ability to Continue as a Going Concern

 

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has incurred losses and cash outflows from operations since its inception which result in substantial doubt about the ability of the Company to continue as a going concern. Management’s evaluation of the events and conditions and management’s plans regarding those matters also are described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our opinion is not modified with respect to that matter.

 

 

 

Atlanta, Georgia,
March 15, 2021

 

cbh.com

 

F-3

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Consolidated Balance Sheets

 

   December 31, 
   2020   2019 
Assets          
Current assets:          
Cash  $1,429,172   $1,699,196 
Loans to developers, net   63,215,374    73,851,996 
Interest receivable on loans to developers   3,545,454    2,867,914 
Other current assets   2,631,801    937,645 
Total current assets   70,821,801    79,356,751 
Property, equipment, software, website, and intangible assets, net   1,056,577    971,607 
Other assets   71,302    42,603 
Total assets  $71,949,680   $80,370,961 
Liabilities and Stockholders’ Deficit          
Current liabilities:          
Accounts payable and accrued expenses  $2,189,807   $4,602,116 
Accrued interest on limited recourse obligations   2,831,984    2,251,926 
Limited recourse obligations, net   45,926,226    53,124,759 
Revolving credit facility   -    10,460,752 
Convertible notes, net of discount of $126,352 and $368,526   2,661,774    3,238,474 
Short-term notes payable   19,806,920    8,085,257 
Total current liabilities   73,416,711    81,763,284 
Other liabilities   138,680    136,819 
Total liabilities   73,555,391    81,900,103 
Commitments and contingencies (See Note 12)          
Stockholders’ deficit:          
Common stock, no par, 5,000,000 shares authorized, 2,165,923 and 2,102,720 issued and outstanding   11,596,087    10,564,771 
Series A convertible preferred stock, no par, 747,385 shares designated, 747,373 shares issued and outstanding (liquidation preference of $4,999,925)   4,962,435    4,962,435 
Series Seed convertible preferred stock, no par, 575,000 shares designated, 568,796 shares issued and outstanding (liquidation preference of $2,721,091)   2,609,091    2,609,091 
Series B convertible preferred stock, no par, 548,546 shares designated, 188,036 and 0 shares issued and outstanding (liquidation preference of $3,427,896 and $0)   3,145,092    - 
Additional paid-in capital   2,336,551    1,802,895 
Accumulated deficit   (26,254,407)   (21,467,774)
Stock subscription receivable   (560)   (560)
Total stockholders’ deficit   (1,605,711)   (1,529,142)
Total liabilities and stockholders’ deficit  $71,949,680   $80,370,961 

  

See accompanying notes to consolidated financial statements

 

F-4

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Consolidated Statements of Operations

 

    Year Ended December 31,  
    2020     2019  
Non-interest revenue:                
Origination fees   $ 2,548,305     $ 2,748,150  
Loan servicing revenue     1,348,332       1,964,284  
Total non-interest revenue     3,896,637       4,712,434  
Net interest income:                
Interest income     7,597,436       6,323,801  
Interest expense     (6,042,535 )     (4,633,122 )
Net interest income     1,554,901       1,690,679  
Revenue     5,451,538       6,403,113  
Cost of revenue     (611,436 )     (779,756 )
Gross profit     4,840,102       5,623,357  
Operating expenses:                
General and administrative     3,006,854       2,514,202  
Sales and customer support     2,457,720       2,939,149  
Development     1,205,399       1,125,071  
Regulatory     353,103       208,874  
Marketing and promotions     1,453,840       1,515,558  
Total operating expenses     8,476,916       8,302,854  
Loss from operations     (3,636,814 )     (2,679,497 )
Interest expense on corporate debt instruments     1,149,819       1,157,769  
Net loss   $ (4,786,633 )   $ (3,837,266 )

 

See accompanying notes to consolidated financial statements

 

F-5

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Consolidated Statements of Stockholder’s Deficit

  

    Series A     Series Seed     Series B                                      
    Convertible     Convertible     Convertible           Additional           Stock     Total  
    Preferred Stock     Preferred Stock     Preferred Stock     Common Stock     Paid-in     Accumulated     Subscription     Stockholders’  
    Shares     Amount     Shares     Amount     Shares     Amount     Shares     Amount     Capital     Deficit     Receivable     Equity  
Stockholders’ equity as of December 31, 2018     747,373       4,962,435       568,796       2,609,091       -       -       1,732,585       6,125,264       1,083,572       (17,630,508 )     (560 )     (2,850,706 )
2019 Crowdfunded equity raise, net of offering costs     -       -       -       -       -       -       207,735       3,073,307       -       -       -       3,073,307  
Issuance of bonus shares                                                     6,800       -       -                       -  
Exercise of stock options                                                     7,937       17,379       -                       17,379  
Conversion of convertible note                                                     147,663       1,348,821       -                       1,348,821  
Share-based compensation expense     -       -       -       -       -       -       -       -       318,545               -       318,545  
Beneficial conversion feature                                                                     400,778                       400,778  
Net loss     -       -       -       -       -       -       -       -       -       (3,837,266 )     -       (3,837,266 )
Stockholders’ equity as of December 31, 2019     747,373       4,962,435       568,796       2,609,091       -       -       2,102,720       10,564,771       1,802,895       (21,467,774 )     (560 )     (1,529,142 )
2020 Crowdfunded equity raise, net of offering costs     -       -       -       -       -       -       30,794       538,720       -       -       -       538,720  
Issuance of Series B preferred shares, net of offering costs                                     159,748       2,679,234       -       -       -                       2,679,234  
Conversion of convertible notes                                     28,288       465,858       30,841       488,707       -                       954,565  
Exercise of stock options                                                     1,568       3,889       -                       3,889  
Share-based compensation expense     -       -       -       -       -       -       -       -       533,656               -       533,656  
Net loss     -       -       -       -       -       -       -       -       -       (4,786,633 )     -       (4,786,633 )
Stockholders’ equity as of December 31, 2020     747,373       4,962,435       568,796       2,609,091       188,036       3,145,092       2,165,923       11,596,087       2,336,551       (26,254,407 )     (560 )     (1,605,711 )

 

See accompanying notes to consolidated financial statements

 

F-6

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Consolidated Statements of Cash Flows

 

    Year Ended December 31,  
    2020     2019  
Cash flows from operating activities                
Net loss   $ (4,786,633 )   $ (3,837,266 )
Adjustments to reconcile net loss to net cash flows from operating activities:                
Depreciation and amortization     527,862       481,533  
Share-based compensation     533,656       401,930  
Noncash interest expense     274,674       85,089  
Loss on sale of real estate owned     16,816       -  
Origination of loans held for sale     (1,060,410 )     (13,659,207 )
Proceeds from sales of loans held for sale     1,968,800       15,320,281  
Debt conversion inducement expense     41,633       -  
Changes in operating assets and liabilities:                
Other assets     8,406       (133,042 )
Interest receivable on loans to developers     (677,540 )     (1,085,699 )
Accounts payable and accrued expenses     (2,316,392 )     2,308,919  
Accrued interest on limited recourse obligations     580,059       887,310  
Net cash flows from operating activities     (4,889,069 )     769,848  
Cash flows from investing activities                
Loan payments to developers     (66,314,737 )     (87,710,983 )
Repayments of loans from developers     69,503,979       46,214,398  
Proceeds from sale of properties held for sale     1,715,352       2,018,836  
Purchases of computer equipment and furniture and fixtures     (53,499 )     (50,373 )
Payments of software and website development costs     (559,332 )     (569,749 )
Other investing activities     (80,000 )     -  
Net cash flows from investing activities     4,211,763       (40,097,871 )
Cash flows from financing activities                
Proceeds from limited recourse obligations     62,279,248       72,042,001  
Repayments of limited recourse obligations     (66,610,220 )     (47,889,960 )
Borrowings from the revolving credit facility     3,069,028       58,820,632  
Repayments on the revolving credit facility     (13,562,280 )     (53,827,652 )
Proceeds from issuance of short-term notes payable     68,950,380       24,070,230  
Repayments of short-term notes payable     (58,057,817 )     (17,260,860 )
Proceeds from issuance of convertible notes     288,000       3,174,000  
Proceeds from loan under Paycheck Protection Program     829,100       -  
Proceeds from issuance of Series B convertible preferred stock, net of offering costs     2,679,234       -  
Proceeds from issuance of common stock, net of offering costs     538,720       3,073,307  
Repayments of convertible notes     -       (450,000 )
Repayment of 2017 Note     -       (1,750,000 )
Payment of deferred financing costs     -       (61,250 )
Exercise of stock options     3,889       17,379  
Net cash flows from financing activities     407,282       39,957,827  
Net increase (decrease) in cash     (270,024 )     629,804  
Cash as of beginning of the year     1,699,196       1,069,392  
Cash as of end of the year   $ 1,429,172     $ 1,699,196  
Supplemental cash flow disclosures:                
Cash paid for interest   $ 1,260,238     $ 1,218,759  

 

F-7

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Consolidated Statements of Cash Flows

 

    Year Ended December 31,  
    2020     2019  
Supplemental disclosure of noncash investing and financing activities:            
Loans to developers transferred to other real estate owned   $ 4,911,985     $ 2,015,376  
Write-down of loans to developers, net and limited recourse obligations, net     308,676       484,282  
Write-down of interest receivable on loans to developers and accrued interest on limited recourse obligations     3,002,041       224,106  
Conversion of convertible notes payable and accrued interest into common stock or Series B convertible preferred stock     912,933       1,348,821  
Increase in allowance for loan to developers and limited recourse obligations     640,000       -  
Issued warrants in connection with notes payable     -       139,896  
Issued advance agreements for convertible notes payable     -       288,000  

 

See accompanying notes to consolidated financial statements

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Description of Business

 

The terms "we," "our," “GROUNDFLOOR,” or the "Company" refer to Groundfloor Finance Inc. and its subsidiaries. The Company was originally organized as a North Carolina limited liability company under the name of Fomentum Labs LLC on January 28, 2013. Fomentum Labs LLC changed its name to Groundfloor LLC on April 26, 2013, and converted into a North Carolina corporation on July 26, 2013. In connection with this conversion, all equity interests in Groundfloor LLC were converted into shares of GROUNDFLOOR Inc.’s common stock. In August 2014, GROUNDFLOOR Inc. converted into a Georgia corporation and changed its name to Groundfloor Finance Inc. The accounting effects of these conversions were reflected retrospectively in the Consolidated Financial Statements. Groundfloor Holdings GA, LLC is the holder of the Revolver, as defined in Note 7. Groundfloor Properties GA LLC was created for the purpose of financing real estate in Georgia. Groundfloor Real Estate 1 LLC, Groundfloor Real Estate 2 LLC, and Groundfloor Yield LLC were created for the purpose of financing real estate in any state. Groundfloor Real Estate, LLC is currently inactive and management does not have plans to use this entity in the near future.

 

The Company has developed an online investment platform designed to crowdsource financing for real estate development projects (the “Projects”). With this online investment platform (the “Platform”), public investors (the “Investors”) are able to choose between multiple Projects, and real estate developers (the “Developers”) of the Projects are able to obtain financing. GROUNDFLOOR’s financing model replaces traditional sources of financing for Projects with the aggregation of capital from Investors using the internet.

 

Basis of Presentation and Liquidity

 

The Company’s Consolidated Financial Statements include Groundfloor Finance Inc. and its wholly owned subsidiaries, Groundfloor Properties GA LLC; Groundfloor Real Estate, LLC; Groundfloor Holdings GA, LLC; Groundfloor Real Estate 1 LLC; Groundfloor Real Estate 2, LLC; and Groundfloor Yield LLC (collectively the “Company” or “GROUNDFLOOR”). Intercompany transactions and balances have been eliminated upon consolidation.

 

The Company’s Consolidated Financial Statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business.

 

Operations since inception have consisted primarily of organizing the Company, developing the technology, and securing financing. The accompanying Consolidated Financial Statements have been prepared on a basis which assumes that the Company will continue as a going concern. The Company has incurred losses and cash outflows from operations since its inception. The ultimate success of the Company is dependent on management’s ability to develop and market its products and services at levels sufficient to generate operating revenues in excess of expenses.

 

Management evaluated the condition of the Company and has determined that until such sales levels can be achieved, management will need to secure additional capital to continue growing working capital and fund product development and operations.

 

Management intends to raise additional debt or equity financing to grow working capital and fund operations. Management believes the Company will obtain additional funding from current and new Investors in order to sustain operations. However, there are no assurances that the Company can be successful in obtaining the additional capital or that such financing will be on terms favorable or acceptable to the Company.

 

There is substantial doubt that the Company will continue as a going concern for at least 12 months following the date these Consolidated Financial Statements are issued, without additional financing based on the Company’s limited operating history and recurring operating losses.

 

F-8

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The Consolidated Financial Statements do not include any adjustments that might result from the outcome of the uncertainties described in the Consolidated Financial Statements. In addition, the Consolidated Financial Statements do not include any adjustments relating to the recoverability and classification of assets nor the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.

 

Use of Estimates

 

The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Revenue Recognition

 

Revenue primarily results from fees earned on the loans to the Developers (the “Loans”). Fees include “Origination fees” and “Loan servicing revenue” which are paid by the Developers.

 

Effective for 2019, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (“Topic 606”). Topic 606 supersedes the revenue requirements in ASC Topic 605, Revenue Recognition. The Company has evaluated the impact of this accounting standard on its Consolidated Financial Statements and concluded that the Company’s contracts with customers continue to fall within the scope of existing guidance. Servicing fees, origination fees, net interest income, and gains and losses on sales of loans remain within the scope of ASC topic 310—Receivables or ASC topic 860—Transfers and Servicing. Consequently, there was no transition adjustment required on the accompanying financial statements for adopting Topic 606.

 

Origination Fees

 

“Origination fees” are paid by the Developers for the work performed to facilitate the Loans. The amount to be charged is a percentage based upon the terms of the Loan, including grade, rate, term, and other factors. Origination fees range from 1.0% to 5.0% of the principal amount of a Loan. The origination fee is paid when the Loan is issued to the Developer and deducted from the gross proceeds distributed. A Loan is considered issued when formal closing has occurred and funds have transferred to the Developer’s account, which occurs through an Electronic Funds Transfer (“EFT”).

 

The origination fees are recognized as revenue ratably over the term of the Loan, while direct costs to originate Loans are recorded as expenses as incurred.

 

Loan Servicing Revenue

 

Loan servicing revenue is recognized by the Company, upon recovery, for costs incurred in servicing the Developer’s Loan, including managing payments to and from Developers and payments to Investors. The Company records loan servicing revenue as a component of revenue when collected. Direct costs to service Loans are recorded as expenses as incurred.

 

Whole Loan Sales

 

Under loan sale agreements, the Company sells all of its rights, title, and interest in certain loans. At the time of such sales, the Company may simultaneously enter into loan servicing agreements under which it acquires the right to service the loans. The Company calculates a gain or loss on a whole loan sale based on the net proceeds from the whole loan sale, less the carrying value of the loans sold. All unamortized origination fees incurred in the origination process are recognized directly to Consolidated Statements of Operations and recorded to “Origination fees”. For sold loans for which the Company retains servicing rights, the Company compares the expected contractual benefits of servicing to the expected costs of servicing to determine whether a servicing asset or servicing liability arises from the transaction. No servicing rights assets or liabilities have been identified for the years ended December 31, 2020 and 2019.

 

F-9

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Interest Income on Loans to Developers and Interest Expense on Limited Recourse Obligations

 

The Company recognizes “Interest income” on Loans and “Interest expense” on the corresponding Investor Georgia Notes (if issued by Groundfloor GA) or LROs (if issued by Groundfloor Finance Inc.) using the accrual method based on the stated interest rate to the extent the Company believes it to be collectable. For the purposes of these Consolidated Financial Statements, “Limited recourse obligations, net” refers to both Georgia Notes and LROs. Georgia Notes are securities that the Company has issued through its previously registered Georgia-exclusive securities offering, which has since been terminated. LROs are the Company’s currently registered securities. Both Georgia Notes and LROs represent similar obligations of the Company.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of December 31, 2020 and 2019. From time to time, the Company could maintain cash deposits in excess of federally insured limits. The Company believes credit risk related to its cash and cash equivalents to be minimal.

 

Each investor’s escrow account receives Federal Deposit Insurance Corporation (“FDIC”) insurance coverage on cash balances subject to normal FDIC coverage rules. Investor funds, whether committed through a LRO or held in escrow, are not included as a part of the Company’s cash balance.

 

Loans to Developers and Limited Recourse Obligations

 

“Loans to developers, net” are originally recorded at outstanding principal, then subsequently increased as additional draws are disbursed to developers. “Limited recourse obligation, net” are originally recorded at the original principal amount committed by investors, net of funds not yet to be disbursed to developers on the underlying loans, then subsequently increased as those funds are disbursed to developers. Funds committed by investors in LROs but not yet disbursed to developers on the underlying Loans were approximately $20,868,000 and $8,218,000, as of December 31, 2020 and 2019, respectively. These funds are netted against gross balances of approximately $66,794,000 and $61,343,000 as of December 31, 2020 and 2019, respectively, on the accompanying Consolidated Balance Sheets.

 

The interest rate associated with a Loan is the same as the interest rate associated with the corresponding Georgia Notes or LROs.

 

The Company’s obligation to pay principal and interest on a Georgia Note or LRO is equal to the pro rata portion of the total principal and interest payments collected from the corresponding Loan. The Company obtains a lien against the property being financed and attempts reasonable collection efforts upon the default of a Loan. The Company is not responsible for repaying “Limited recourse obligations, net” associated with uncollectable “Loans to developers, net.” Amounts collected related to a defaulted Loan are returned to the Investors based on their pro rata portion of the corresponding Georgia Notes or LROs, if applicable, less collection costs incurred by the Company.

 

The Investors may remit funds through the Company’s online portal prior to the actual Loan being closed. These funds are held in an escrow account controlled by a major bank and are not recognized as an LRO until the Loan is closed and funds are transferred to the Developer, which occurs through an EFT transaction. Each Investor escrow account receives FDIC insurance coverage on cash balances subject to normal FDIC coverage rules.

 

The Loan and corresponding LROs are recorded on the Company’s Consolidated Balance Sheets to “Loans to developers, net” and “Limited recourse obligations, net”, respectively, once the Loan has closed and funds have been disbursed to borrowers. Loans are considered closed after the promissory note for that Loan has been signed and the security interest has been perfected.

 

F-10

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Nonaccrual and Past Due Loans

 

Accrual of interest on “Loans to developers, net” and corresponding “Limited recourse obligations, net” is discontinued when, in management’s opinion, the collection of the interest income appears doubtful. “Interest income” and “Interest expense” on the “Loans to developers, net” and the corresponding “Limited recourse obligations, net” are discontinued and placed on nonaccrual status at the time the Loan is 90 days delinquent unless the Loan is well secured and in process of collection. A Loan may also be placed on nonaccrual status when, in management’s judgment, the collection of the interest income appears doubtful based on the status of the underlying development project, even if the Loan is not yet 90 days delinquent. Loans may be returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

 

The “Loans to developers, net” and corresponding “Limited recourse obligations, net” are charged off to the extent principal or interest is deemed uncollectible. All interest accrued but later charged off for “Loans to developers, net” and “Limited recourse obligations, net” is reversed against “Interest income” and the corresponding LROs recorded “Interest expense”.

 

Impaired Loans

 

Loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreements. Impaired loans include Loans on nonaccrual status. When determining if the Company will be unable to collect all principal and interest payments due in accordance with the contractual terms of the loan agreement, the Company considers the borrower’s capacity to pay, which includes such factors as the borrower’s current financial position, an analysis of global cash flow sufficient to pay all debt obligations and an evaluation of secondary sources of repayment, such as collateral value and guarantor support. The Company individually assesses for impairment all nonaccrual Loans and all Loans in fundamental default. If a Loan is deemed impaired, a specific valuation allowance is allocated, if necessary, so that the Loan is reported net, at the present value of estimated future cash flows using the Loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Interest payments on impaired loans are typically applied to principal unless collectability of the principal amount is reasonably assured, in which case interest is recognized on a cash basis.

 

Allowance for Uncollectable Loans and Undeliverable Limited Recourse Obligations

 

Payments to holders of Georgia Notes or LROs, as applicable, depend on the payments received on the corresponding Loans; a reduction or increase of the expected future payments on Loans will decrease or increase the reserve for the associated Georgia Notes or LROs. The Company recognizes a reserve for uncollectable Loans and corresponding reserve for undeliverable Georgia Notes or LROs in an amount equal to the estimated probable losses net of recoveries. The allowance is based on management’s estimates and analysis of historical bad debt experience, existing economic conditions, current loan aging schedules, and expected future write-offs, as well as an assessment of specific, identifiable Developer accounts considered at risk or uncollectible. Expected losses and actual charge-offs on Loans are offset to the extent that the Loans are financed by Georgia Notes or LROs, as applicable, that effectively absorb the related Loan losses.

 

“Loans to developers, net” are presented net of a reserve for doubtful accounts of approximately $3,360,000 and $2,720,000 as of December 31, 2020 and 2019, respectively. “Limited recourse obligations, net” are presented net of a reserve for doubtful accounts of approximately $4,304,000 and $2,720,000 as of December 31, 2020 and 2019, respectively.

 

Other Real Estate Owned

 

Foreclosed assets acquired through or in lieu of loan foreclosure are held for sale and are initially recorded at fair value less estimated selling costs. Any write-down to fair value at the time of transfer to foreclosed assets is charged to the allowance for loan losses. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less cost to sell. Costs of improvements are capitalized up to the fair value of the property, whereas costs relating to holding foreclosed assets and subsequent adjustments to the value are charged to operations.

 

F-11

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Software Development Costs

 

Software development costs primarily include internal and external labor expenses incurred to develop the software that powers the Company’s website. Certain costs incurred during the application development stage are capitalized based on specific activities tracked, while costs incurred during the preliminary project stage and post-implementation and operation stages are expensed as incurred. Capitalized software development costs are amortized over the estimated useful life of the related software. The Company recognized approximately $448,000 and $415,000 in expense related to amortization of software development costs for the years ended December 31, 2020 and 2019, respectively.

 

Property and Equipment

 

Property and equipment consists of computer equipment, furniture and fixtures, leasehold improvements, and office equipment. Property and equipment is stated at historical cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of the life of the lease or the useful life of the improvements. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts, and any resulting gain or loss is credited or charged to income. Repairs and maintenance costs are expensed as incurred.

 

Depreciation is computed using the following estimated useful lives:

 

Computer equipment   3 years 
Software and website development costs   3 years 
Office equipment   5 years 
Furniture and fixtures   5 years 
Leasehold improvements   5 years 

 

Impairment of Long-Lived Assets

 

Long-lived assets, such as computer equipment, office equipment, furniture and fixtures, intangible assets, and software and website development costs, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for an amount by which the carrying amount of the asset exceeds the fair value of the asset.

 

Intangible Assets

 

Intangible assets consist of Company’s domain names. Intangible assets are being amortized over a 15-year period, their estimated useful lives, on a straight-line basis. The Company recognized approximately $2,000 in amortization expense during the years ended December 31, 2020 and 2019.

 

Equity Offering Costs

 

The Company accounts for offering costs in accordance with Accounting Standard Codification (“ASC”), ASC 340, Other Assets and Deferred Costs. Prior to the completion of an offering, offering costs will be capitalized as deferred offering costs on the balance sheet. The deferred offering costs will be charged to stockholders’ equity upon the completion of an offering or to expense if the offering is not completed.

 

F-12

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

For the year ended December 31, 2019, offering costs of approximately $41,000 incurred in connection with the 2019 Common Stock Offering were deferred and charged against the gross proceeds of the offering in stockholders’ equity.

 

For the year ended December 31, 2020, offering costs of approximately $233,000 incurred in connection with the issuance of Series B preferred stock were deferred and charged against the gross proceeds of the offering in stockholders’ equity. Offering costs incurred in connection with the 2020 Common Stock Offering were not material and were expensed as incurred.

 

Deferred Revenue

 

Deferred revenue consists of origination fee payments received in advance of revenue recognized.

 

Advertising Costs

 

The cost of advertising is expensed as incurred and presented within “Marketing and promotions” expenses in the Consolidated Statements of Operations. The Company incurred approximately $607,000 and $274,000 in advertising costs during the years ended December 31, 2020 and 2019, respectively.

 

Rent Expense

 

The Company recognizes rent expense on a straight-line basis over the term of the lease. The difference between rent expense and rent paid is recorded as deferred rent in the Consolidated Balance Sheets as a component of “Other liabilities”. Rent expense is presented within “General and administrative” expenses in the Consolidated Statements of Operations. The Company incurred approximately $309,000 and $248,000 in rent expense for office facilities during the years ended December 31, 2020 and 2019, respectively.

 

Share-Based Compensation

 

The Company recognizes as expense non-cash compensation for all stock-based awards for which vesting is considered probable. Such stock-based awards include stock options and warrants issued as compensation to employees and nonemployees. Non-cash compensation is measured at fair value on the grant date and expensed ratably over the vesting term. The fair value of each stock option and warrant is estimated using the Black-Scholes option pricing model.

 

Income Taxes

 

Deferred tax assets and liabilities are determined based on the temporary differences between the Consolidated Financial Statements carrying amounts and the tax basis of assets and liabilities using the enacted tax rates in effect in the years in which the differences are expected to reverse. In estimating future tax consequences, all expected future events are considered other than enactment of changes in the tax law or rates.

 

The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the Consolidated Financial Statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.

 

The determination of recording or releasing income tax valuation allowance is made, in part, pursuant to an assessment performed by management regarding the likelihood that the Company will generate future taxable income against which benefits of its deferred tax assets may or may not be realized. This assessment requires management to exercise significant judgment and make estimates with respect to its ability to generate taxable income in future periods.

 

NOTE 2: RECENT ACCOUNTING PRONOUNCEMENTS

 

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”), which requires lessees to recognize most leases on the balance sheet as a lease liability and corresponding right-of-use asset. Further clarification of this guidance was subsequently provided by FASB through the issuance of ASU 2018-10, Codification Improvements to Topic 842, Leases (“ASU 2018-10”), in July 2018 and the issuance of ASU 2018-11, Leases (Topic 842): Targeted Improvements (“ASU 2018-11”), in July 2018. While the guidance in these pronouncements was originally scheduled to take effect for the Company for the year ending December 31, 2020, the FASB subsequently issued ASU 2020-05 in June 2020 deferring the effective date. The guidance in these pronouncements will therefore be effective for the Company for the year ending December 31, 2022. The Company is currently evaluating the effect of this guidance on the Company’s Consolidated Financial Statements.

 

F-13

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The FASB subsequently issued a number of pronouncements amending or clarifying ASU 2016-13, including the following: in November 2018, Accounting Standards Update 2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses (“ASU 2018-19”); in May 2019, Accounting Standards Update 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief (“ASU 2019-05”); in November 2019, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates (“ASU 2019-10”); and in November 2019, Codification Improvements to Topic 326, Financial Instruments—Credit Losses (“ASU 2019-11”). ASU 2016-13 and the subsequent related pronouncements significantly change how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace the current incurred loss approach with an expected loss model, referred to as the current expected credit loss (“CECL”) model. The new standard will apply to financial assets subject to credit losses and measured at amortized cost and certain off-balance-sheet credit exposures, which include, but are not limited to, loans, leases, held-to-maturity securities, loan commitments and financial guarantees. ASU 2016-13 simplifies the accounting for purchased credit-impaired debt securities and loans and expands the disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance for loan and lease losses. In addition, entities will need to disclose the amortized cost balance for each class of financial asset by credit quality indicator, disaggregated by the year of origination. For public business entities that meet the definition of an SEC filer, ASU 2016-13 is effective for interim and annual reporting periods beginning after December 15, 2019; for all other public business entities, the guidance is effective for fiscal years beginning after December 15, 2020; for all other entities (private companies, not-for-profit organizations, and employee benefit plans), the guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Upon adoption, ASU 2016-13 provides for a modified retrospective transition by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is effective. The Company is currently evaluating the impact this standard will have on the Company’s Consolidated Financial Statements.

 

In December 2019, the FASB issued Accounting Standards Update 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). The amendments in this update simplify the accounting for income taxes by removing certain exceptions in Topic 740 and introducing other changes intended to clarify and improve existing guidance. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2020; for all other entities, the amendments are effective for fiscal years beginning after December 15, 2021. The Company is currently evaluating the impact that the implementation of this standard will have on the Company’s Consolidated Financial Statements.

 

In August 2020, the FASB issued Accounting Standards Update 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”). The amendments in this update simplify the accounting for convertible interest by removing the requirement to separately account for an embedded conversion feature from the host contract in certain instances. The guidance are effective for fiscal years beginning after December 15, 2023, with early adoption permitted. The Company is evaluating the impact that the implementation of this standard will have on the Company’s Consolidated Financial Statements.

 

NOTE 3: LOANS TO DEVELOPERS, NET

 

The Company provides financing to borrowers for real estate-related loans. Real estate loans include loans for unoccupied single family or multifamily renovations and new constructions costing between $30,000 and $2,000,000 over six months to a year.

 

F-14

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The following table presents the carrying amount of “Loans to developers, net” by letter grade and performance state as of December 31, 2020 and 2019, respectively:

 

   Current   Workout   Fundamental
Default
   Total 
Loan grades:                    
A  $2,553,516   $87,500   $612,546   $3,253,562 
B   6,340,810    1,344,234    5,103,005    12,788,049 
C   23,559,735    6,183,234    7,548,514    37,291,483 
D   9,226,680    1,656,123    1,403,046    12,285,849 
E   77,895    686,525    192,011    956,431 
F   -    -    -    - 
G   -    -    -    - 
Gross amount as of December 31, 2020  $41,758,636   $9,957,616   $14,859,122   $66,575,374 
Less: Allowance for loan losses                  (3,360,000)
Carrying amount as of December 31, 2020                 $63,215,374 

 

   Current   Workout   Fundamental
Default
   Total 
Loan grades:                    
A  $5,356,177   $115,256   $350,000   $5,821,433 
B   15,610,763    1,992,394    528,367    18,131,524 
C   33,204,844    2,147,561    3,879,901    39,232,306 
D   10,624,400    314,319    1,717,097    12,655,816 
E   640,916    -    90,000    730,916 
F   -    -    -    - 
G   -    -    -    - 
Gross amount as of December 31, 2019  $65,437,100   $4,569,530   $6,565,365   $76,571,996 
Less: Allowance for loan losses                  (2,720,000)
Carrying amount as of December 31, 2019                 $73,851,996 

 

Nonaccrual and Past Due Loans

 

A Loan is placed on nonaccrual status when, in management’s judgment, the collection of the interest income appears doubtful. Loans placed in nonaccrual status stop accruing interest and, if collectability of interest is sufficiently doubtful, “Interest receivable on loans to developers” that has been accrued and is subsequently determined to have doubtful collectability is charged to “Interest income” and the corresponding “Accrued interest on limited recourse obligations” that has been accrued and is subsequently determined to have doubtful collectability is charged to “Interest expense.” Interest income on Loans that are classified as nonaccrual is subsequently applied to principal until the Loans are returned to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. As of December 31, 2020, the Company placed Loans of approximately $14,859,122 recorded to “Loans to developers, net” on nonaccrual status.

 

F-15

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The following table presents an analysis of past due Loans as of December 31, 2020 and 2019:

 

   Carrying
Amount
   Allowance
for
Loan Losses
   Loans to
Developers,
net
 
Aging schedule:               
Current  $35,134,514    350,000    34,784,514 
Less than 90 days past due   10,994,226    270,000    10,724,226 
More than 90 days past due   20,446,634    2,740,000    17,706,634 
Total as of December 31, 2020  $66,575,374    3,360,000    63,215,374 

 

    Carrying
Amount
    Allowance
for
Loan Losses
    Loans to
Developers,
net
 
Aging schedule:                        
Current   $ 65,884,046     $ 730,000     $ 65,154,046  
Less than 90 days past due     5,792,759       240,000       5,552,759  
More than 90 days past due     4,895,191       1,750,000       3,145,996  
Total as of December 31, 2019   $ 76,571,996     $ 2,720,000     $ 73,851,996  

 

Impaired Loans

 

The following is a summary of information pertaining to impaired loans as of December 31, 2020:

 

   Balance 
Nonaccrual loans  $14,859,122 
Fundamental default not included above   - 
Total impaired loans   14,859,122 
      
Interest income recognized on impaired loans  $1,251,441 

 

The following table presents an analysis of information pertaining to impaired loans as of December 31, 2020:

 

   Balance 
Principal loan balance  $22,328,583 
      
Related allowance  $2,908,000 
Average recorded investment  $174,000 

 

The following is a summary of information pertaining to impaired loans as of December 31, 2019:

 

   Balance 
Nonaccrual loans  $6,565,365 
Fundamental default not included above   - 
Total impaired loans   6,565,365 
      
Interest income recognized on impaired loans  $173,000 

 

F-16

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The following table presents an analysis of information pertaining to impaired loans as of December 31, 2019:

 

   Balance 
Principal loan balance  $6,565,365 
      
Related allowance  $2,020,000 
Average recorded investment  $205,000 

 

Credit Quality Monitoring

 

The Company uses three performance states to better monitor the credit quality of outstanding loans. Outstanding loans are characterized as follows:

 

Current - This status indicates that no events of default have occurred, all payment obligations have been met or none are yet triggered.

 

Workout - This status indicates there has been one or more payment defaults on the Loan and the Company has negotiated a modification of the original terms that does not amount to a fundamental default.

 

Fundamental Default - This status indicates a Loan has defaulted and there is a chance the Company will not be able to collect 100% of the principal amount of the Loan by the extended payment date of the corresponding Georgia Notes or LROs.

 

The following table presents “Loans to developers, net” by performance state as of December 31, 2020 and 2019:

 

   Carrying
Amount
   Allowance
for Loan
Losses
   Loans to
Developers,
Net
 
Performance states:               
Current  $41,758,636    420,000    41,338,636 
Workout   9,957,616    220,000    9,737,616 
Fundamental default   14,859,122    2,720,000    12,139,122 
Total as of December 31, 2020  $66,575,374    3,360,000    63,215,374 

 

   Carrying
Amount
   Allowance
for Loan
Losses
   Loans to
Developers,
Net
 
Performance states:               
Current  $65,437,101   $630,000   $64,807,101 
Workout   4,569,530    70,000    4,499,530 
Fundamental default    6,565,365    2,020,000    4,545,365 
Total as of December 31, 2019  $76,571,996   $2,720,000   $73,851,996 

 

F-17

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Allowance for Loan Losses

 

The following table details activity in the allowance for loan losses for the years ended December 31, 2020 and 2019:

 

   Balance 
Balance, December 31, 2019  $2,720,000 
Allowance for loan loss   948,676 
Loans charged off   (308,676)
Outstanding as of December 31, 2020  $3,360,000 
Period-end amount allocated to:     
Loans evaluated individually for impairment  $2,240,000 
Loans evaluated collectively for impairment   560,000 
General population of loans, other than those specifically identified   560,000 
Balance, December 31, 2020  $3,360,000 
Loans:     
Loans evaluated individually for impairment  $3,814,468 
Loans evaluated collectively for impairment   11,205,286 
General population of loans, other than those specifically identified   51,555,620 
Balance, December 31, 2020  $66,575,374 

 

   Balance 
Balance, December 31, 2018  $500,000 
Allowance for loan loss   2,750,000 
Loans charged off   (530,000)
Outstanding as of December 31, 2019  $2,720,000 
Period-end amount allocated to:     
Loans evaluated individually for impairment   1,860,000 
Loans evaluated collectively for impairment   160,000 
General population of loans, other than those specifically identified   700,000 
Balance, December 31, 2019  $2,720,000 
Loans:     
Loans evaluated individually for impairment   3,456,044 
Loans evaluated collectively for impairment   3,109,321 
General population of loans, other than those specifically identified   70,006,631 
Balance, December 31, 2019  $76,571,996 

 

F-18

 

 

  

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

NOTE 4: OTHER CURRENT ASSETS

 

“Other current assets” at December 31, 2020 and 2019, consists of the following:

 

   2020   2019 
Other real estate owned (1)  $2,154,477   $210,962 
Due from related party (2)   434,784    417,381 
Rent deposit, current portion   21,302    21,302 
Advance agreements (3)   -    288,000 
Other   21,239    - 
Other current assets  $2,631,801   $937,645 

 

(1) During the year ended December 31, 2020 the Company transferred $4,912,985 from “Loans to developers, net” to “Other current assets”. Other real estate owned met the held for sale criteria and have been recorded at the lower of carrying amount or fair value less cost to sell. There was no impact to the Company’s Consolidated Statements of Operations from this transfer. The Company recorded a decrease of approximately $944,442 to “Loans to developers, net” and an offsetting decrease to “Limited recourse obligations, net”.

 

(2) Loan and accrued interest receivable from related parties. Refer to Note 11 – Related Party Transactions.

 

(3) Advance agreements for the purchase of 2019 Subordinated Convertible Notes. Refer to Note 7 – Debt.

 

NOTE 5: PROPERTY, EQUIPMENT, SOFTWARE, WEBSITE AND INTANGIBLE ASSETS, NET

 

“Property, equipment, software, website development costs, and intangible assets, net” at December 31, 2020 and 2019, consists of the following:

 

   2020   2019 
Software and website development costs  $2,434,075   $1,874,742 
Computer equipment   137,514    118,476 
Leasehold improvements   9,838    22,367 
Furniture and fixtures   206,290    171,828 
Office equipment   46,405    46,405 
Domain names   30,000    30,000 
Total property, equipment, software, website and intangible assets   2,864,122    2,263,818 
Less: accumulated depreciation and amortization   (1,807,545)   (1,292,211)
Property, equipment, software, website and intangible assets, net  $1,056,577   $971,607 

 

Depreciation and amortization expense on “Property, equipment, intangible assets, software, and website development costs, net” for the years ended December 31, 2020 and 2019 was approximately $524,000 and $482,000, respectively. Amortization of software and website development costs is included as a component of “Development” and depreciation of property, equipment, and intangible assets is included as a component of “General and administrative” in the Consolidated Statements of Operations.

  

F-19

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

NOTE 6: ACCOUNTS PAYABLE AND ACCRUED EXPENSES

 

“Accounts payable and accrued expenses” at December 31, 2020 and 2019, consists of the following:

 

   2020   2019 
Deferred loan origination fees  $1,115,067   $1,441,471 
Trade accounts payable   478,712    509,443 
Accrued interest expense (1)   333,900    302,490 
Funded loans-in-process (2)   147,100    2,097,512 
Accrued employee compensation   104,551    87,949 
Other   10,477    163,251 
Accounts payable and accrued expenses  $2,189,807   $4,602,116 

 

  (1) “Accrued interest expense” includes interest related to corporate debt instruments as described in Note 7.

 

  (2) Certain whole loans originated by the Company in 2019 and subsequently sold to institutional buyers were purchased at the contractual loan amount, which comprises both the principal amount disbursed to borrowers prior to the loan sale and any loan-in-process principal yet to be disbursed. “Funded loans in process” represents the obligation of the Company to disburse loan-in-process funds received from institutional buyers to borrowers for the underlying loans as draws are requested and approved.

 

NOTE 7: DEBT

 

Revolving Credit Facility

 

On November 1, 2016, the Company’s wholly owned subsidiary, Groundfloor Holdings GA, LLC, as borrower, entered into a revolving credit facility (the “Revolver”) with Revolver Capital, LLC. The credit agreement initially provided for revolving loans up to a maximum aggregate principal amount of $1,500,000, proceeds to be used for bridge funding of underlying loans pending approval from the United States Securities and Exchange Commission. Subsequent amendments to the credit agreement in 2016 and 2017 increased the aggregate commitments under the credit facility to $4,500,000.

 

On April 4, 2018, the Credit Agreement dated as of November 1, 2016, as amended by the First Amendment as of November 11, 2016, the Second Amendment dated as of February 22, 2017 and the Third Amendment dated as of April 7, 2017, was assigned to ACM Alamosa DA LLC. The Company and the lender agreed to amend and restate the Original Credit Agreement in its entirety. The other terms of the credit facility remain unchanged.

 

On September 18, 2018, the Company increased the Revolving Credit Commitments thereunder from $4,500,000 to $5,500,000. In connection with the increase the Company paid a $10,000 commitment fee, which was capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

On August 8, 2019, the Company increased the Revolving Credit Commitments thereunder from $5,500,000 to $8,500,000. In connection with the increase the Company paid a $30,000 commitment fee, which is capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

On October 1, 2019, the Company increased the Revolving Credit Commitments thereunder from $8,500,000 to $10,500,000. In connection with the increase the Company paid a $20,000 commitment fee, which is capitalized and amortized over a twelve-month period. The other terms of the credit facility remain unchanged.

 

The Revolver maturity date was November 2, 2020. The Company had the option to request and the lender may, in its sole discretion, elect to extend the maturity date. The base contractual interest rate applicable throughout the years ended December 31, 2020 and 2019, was the greater of 10.0 percent per annum and the weighted average underlying loan rate with respect to all underlying borrower loans funded under the Revolver. In the event that a loan funded using proceeds from the Revolver is not repaid in full on or before the repayment date for that loan, the contractual interest rate increases to the greater of 15.0 percent per annum or the underlying loan rate plus 3.0 percent.

 

F-20

 

   

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

In March 2020, in connection with the novel coronavirus pandemic and the related tightening of credit markets, GROUNDFLOOR’s creditor informed the Company that it would cease funding of draws on the Revolver for an undefined period of time and replace the lost financing by expanding on other existing sources of lending capital, most importantly the GROUNDFLOOR Notes program. In response, the Company developed a plan to repay the outstanding principal and accrued interest on the Revolver. The outstanding principal and accrued interest on the Revolver were repaid in full in June 2020. and no outstanding balance remains as of December 31, 2020.

 

As of December 31, 2020 and 2019, respectively, the Company had approximately $0 and $7,000 of available borrowings, and $0 and $10,493,000 outstanding under the Revolver as presented within Revolving credit facility on the Consolidated Balance Sheets. As of December 31, 2020 and 2019, respectively the Company reflected approximately $0 and $33,000 of deferred financing costs related to the Revolver as a reduction to the Revolving credit facility in the Consolidated Balance Sheets. Amortization of these costs was approximately $33,000 and $24,000 for the years ended December 31, 2020 and 2019, respectively, presented as a component of “Interest expense” in the Consolidated Statements of Operations. Accrued interest on the Revolver, presented within “Accounts payable and accrued expenses” in the Company’s Consolidated Balance Sheets, was approximately $0 and $112,000 at December 31, 2020 and 2019, respectively.

 

2019 Subordinated Convertible Notes

 

From September 2019 to December 2019, the Company issued subordinated convertible notes (the “2019 Subordinated Convertible Notes”) to Investors for total proceeds of $3,607,000. The 2019 Subordinated Convertible Notes bear interest at the rate of 10% per annum. The outstanding principal and all accrued but unpaid interest is due and payable on the earlier of August 30, 2021, or the consummation of a sale of the Company by consolidation, merger, change of majority ownership, or sale or other disposition of all or substantially all of the assets of the Company (the “Maturity Date”). In the event of a closing of a preferred stock financing with gross proceeds of at least $8,000,000 (“Qualified Preferred Financing”) prior to the Maturity Date, the outstanding principal and all accrued but unpaid interest may be converted into shares of preferred stock issued in the financing at a price per share equal to 90% of the offering price per share in the Qualified Preferred Financing. At any time after six months after the issuance of a 2019 Subordinated Convertible Note, the investor may convert all or a portion of the outstanding principal and accrued interest into shares of common stock at 90% of the per share price of common stock at the time of conversion, as reasonably determined by the Board. The indebtedness represented by the 2019 Subordinated Convertible Notes is subordinated in all respects to the principal of (and premium, if any), unpaid interest on and amounts reimbursable, fees, expenses, costs of enforcement, and other amounts due in connection with the Revolver.

 

Because of the contractual right of noteholders to convert their holdings to common stock at a discount to fair value, the Company determined that the 2019 Subordinated Convertible Notes contain a beneficial conversion feature. The Company recognized this beneficial conversion feature as a debt discount and component of additional paid-in capital at the in-the-money amount of approximately $401,000 at the time of issuance. The discount is being amortized to interest expense until the earlier of maturity or exercise of the conversion option. For the years ended December 31, 2020 and 2019, respectively, approximately $242,000 and $32,000 was amortized to interest expense in the Consolidated Statements of Operations.

 

Certain investors in 2019 Subordinated Convertible Notes purchased their shares through the issuance of advance agreements to the Company (“Advances”). The Advances accrue interest at a rate of 10% per annum and are payable to the Company within an initial term of 30 days, with an investor option to extend the term by 30 days, after which the Advances begin accruing interest at a rate of 14% per annum. The funds advanced to the investors are subject to recourse by the Company against the investors. The Advances, with principal sum of $288,000 as of December 31, 2019, are recorded as a component of “Other current assets” in the Company’s Consolidated Balance Sheets. The Advances were paid in full during the year ended December 31, 2020.

  

F-21

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

In 2020, certain holders of 2019 Subordinated Convertible Notes converted their holdings into common stock or Series B preferred stock, at the discretion of the Noteholders. Additionally, as an incentive to convert, the Company granted all Noteholders a time-limited option to convert their holdings on more favorable terms than those specified in the contractual agreement. Pursuant to these terms, Noteholders converted $408,000 in principal and approximately $48,000 in accrued interest into 30,841 shares of common stock at a conversion price of $14.88, a 15% discount to the per share price of common stock at the time of conversion. Noteholders also converted $411,000 in principal and approximately $47,000 in accrued interest into 22,760 shares of Series B preferred stock at a conversion price of $16.41, a 10% discount to the offering price in the 2020 Series B Preferred Stock Offering, and into 5,528 shares of Series B preferred stock at a conversion price of $14.58, a 20% discount to the offering price in the 2020 Series B Preferred Stock Offering. Because these Noteholders converted their debt instruments to equity securities of the Company pursuant to an inducement offer, the Company also recognized an expense equal to the fair value of the securities transferred in the conversion in excess of the fair value of the securities issuable pursuant to the original conversion terms. Conversion inducement expense of approximately $42,000 is recognized in the Consolidated Statements of Operations as a component of “General and administrative”.

 

Principal of $2,788,000 and $3,607,000 on the 2019 Subordinated Convertible Notes, net of an unamortized discount of approximately $126,000 and $369,000, was outstanding as of December 31, 2020 and December 31, 2019, respectively. Accrued interest on the 2019 Subordinated Convertible Notes, presented within “Accounts payable and accrued expenses” in the Company’s Consolidated Balance Sheets, was approximately $334,000 and $69,000 as of December 31, 2020 and December 31, 2019.

 

GROUNDFLOOR Notes

 

During the years ended December 31, 2020 and 2019, the Company entered into various secured promissory notes, (the “GROUNDFLOOR Notes”), with accredited Investors. The GROUNDFLOOR Notes are used for the purpose of the Company to originate, buy, and service loans for the purpose of building, buying, or rehabilitating single family and multifamily structures, or buying land, for commercial purposes. The GROUNDFLOOR Notes are issued and secured by the assets of Groundfloor Real Estate 1 LLC, a wholly owned subsidiary of Groundfloor Finance, Inc. As collateral security for GROUNDFLOOR Notes, the Company granted first priority security interest in all the loan assets of its wholly owned subsidiary, Groundfloor Real Estate 1 LLC, subject to certain exceptions.

 

During the year ended December 31, 2019, there were 105 notes entered into with stated interest rates ranging from 3.0% to 8.0% and with terms ranging from 30 days to 12 months. During the year ended December 31, 2020, there were 116 notes entered into with stated interest rates ranging from 2.0% to 10.0% and with terms ranging from 30 days to 12 months. The principal sum of $18,978,000 and $6,840,000 remains outstanding as of December 31, 2020 and 2019, respectively, and is presented in “Short-term notes payable” on the Company’s Consolidated Balance Sheets.

 

Accrued interest on the GROUNDFLOOR Notes, presented within “Accounts payable and accrued expenses” in the Company’s Consolidated Balance Sheets, was approximately $326,000 and $114,000 at December 31, 2020 and 2019, respectively.

 

Other Short-term Notes Payable

 

On November 8, 2019, the Company entered into a short-term note agreement with an investor for a principal sum of $500,000. The note bears simple interest at a stated rate of 6.0% per annum. The outstanding principal and accrued interest were due and payable on February 6, 2020, 90 days from the date of issuance. As part of the issuance, the investor also received 500 detachable warrants for the purchase of common stock. The Company has allocated the proceeds of the note issuance between the debt instrument and the detachable warrants based on their relative fair values. The amount allocated to the warrants was classified as a component of stockholders’ equity and recorded as a debt discount in the Consolidated Balance Sheets, which will be amortized to interest expense over the term of the note. As of December 31, 2019, the outstanding principal of $500,000, net of an unamortized discount of approximately $2,000, are presented in “Short-term notes payable” on the Company’s Consolidated Balance Sheets. Accrued interest on the note, approximately $5,000 as of December 31, 2019, is presented in “Accounts payable and accrued expenses” in the Consolidated Balance Sheets. This note and accrued interest thereon was repaid in full in the year ended December 31, 2020.

    

F-22

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

On December 19, 2019, the Company entered into a short-term note agreement with an investor for a principal sum of $500,000. The note bears simple interest at a stated rate of 13.5% per annum. The outstanding principal and accrued interest were due and payable on March 18, 2020, 90 days from the date of issuance. As of December 31, 2019, the outstanding principal of $500,000, net of an unamortized discount of approximately $1,000 related to debt issuance costs, are presented in “Short-term notes payable” on the Company’s Consolidated Balance Sheets. Accrued interest on the note, $2,000 as of December 31, 2019, is presented in “Accounts payable and accrued expenses” in the Consolidated Balance Sheets. This note and accrued interest thereon was repaid in full in the year ended December 31, 2020.

 

On December 20, 2019, the Company entered into a short-term note agreement with an investor for a principal sum of $250,000. The note bears simple interest at a stated annual rate of 6.0% per annum. The outstanding principal and accrued interest are due and payable on March 19, 2020, 90 days from the date of issuance. As part of the issuance, the investor also received 250 detachable warrants for the purchase of common stock. The Company has allocated the proceeds of the note issuance between the debt instrument and the detachable warrants based on their relative fair values. The amount allocated to the warrants was classified as a component of stockholders’ equity and recorded as a debt discount in the Consolidated Balance Sheets, which will be amortized to interest expense over the term of the note. As of December 31, 2019, the outstanding principal of $250,000, net of an unamortized discount of approximately $2,000, are presented in “Short-term notes payable” on the Company’s Consolidated Balance Sheets. Accrued interest on the note, approximately $500 as of December 31, 2019, is presented in “Accounts payable and accrued expenses” in the Consolidated Balance Sheets. This note and accrued interest thereon was repaid in full in the year ended December 31, 2020.

 

Paycheck Protection Program

 

In April 2020, the Company received a loan from Suntrust Bank in the amount of $829,100 under the Paycheck Protection Program (“PPP”), established by the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). The PPP is sponsored by the U.S. Small Business Administration (“SBA”), and is providing small businesses – sole proprietors, independent contractors, and, with certain industry exceptions, businesses with fewer than 500 employees – the opportunity to apply for a loan of up to $10 million to cover up to eight weeks of payroll costs, including benefits. Funds may also be used to cover interest on mortgage obligations, leases, and utilities incurred or in place before February 15, 2020. Based on current SBA guidance, PPP loans can be forgiven as long as (i) loan proceeds are used for covered expenses, (ii) full-time employee headcount is maintained during the eight-week period covered by the PPP loan, (iii) compensation for employees who earned less than $100,000 on an annualized basis in 2019 is not reduced by more than 25% during the covered period and (iv) not more than 40% of the amount forgiven may be for non-payroll costs. The Company has used the PPP Loan proceeds to cover payroll costs, rent and utilities in accordance with the relevant terms and conditions of the CARES Act.

 

NOTE 8: STOCKHOLDERS’ Deficit

 

Capital Structure

 

Authorized Shares - As of December 31, 2020, the Company is authorized to issue 5,000,000 shares of no par value common stock and 1,316,181 shares of no par value preferred stock. The preferred stock has been designated as Series A Preferred Stock (the “Series A”), consisting of 747,385 shares, and Series Seed Preferred Stock (the “Series Seed”), consisting of 568,796 shares (collectively, “Preferred Stock”).

 

Common Stock Transactions

 

In February 2018, the Company launched an offering of its common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2018 Common Stock Offering”). The Company offered up to 500,000 shares of common stock at $10 per share, with a minimum investment of $100, or ten shares of common stock. The aggregate initial offering price of the common stock will not exceed $5,000,000 in any 12-month period, and there is no minimum offering amount. The Company may issue up to 30,000 additional bonus shares. The 2018 Common Stock Offering closed on July 31, 2018. During the 2018 Common Stock Offering, the Company issued 437,917 shares of common stock for gross proceeds of $4,228,700. The Company incurred offering costs of approximately $125,000 related to the 2018 Common Stock Offering.

    

F-23

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

In conjunction with the 2018 Common Stock Offering, certain holders of Restated Subordinated Convertible Notes converted their outstanding principal and accrued interest into common stock at a contractually agreed upon 10% discount to the offered price. In 2018, approximately $278,000 in notes principal and accrued interest were converted into 30,847 shares of common stock. In 2019, approximately $1,289,000 in notes principal and accrued interest were converted into 143,223 shares of common stock.

 

In October 2018, the Company entered into a common stock purchase agreement for private placement of 125,000 shares of the Company’s common stock for gross proceeds of $1,500,000.

 

In January 2019, the Company launched an offering of its common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2019 Common Stock Offering”). The Company offered up to 900,000 shares of common stock at $15.00 per share, with a minimum investment of $150, or 10 shares of common stock. According to the terms of the offering statement, the aggregate initial offering price of the common stock will not exceed $13,500,000 in any 12-month period, and there is no minimum offering amount. The Company may issue up to 30,000 additional bonus shares through an incentive program available to investors who had provided a previous indication of interest in investing in the Company.

 

The 2019 Common Stock Offering closed on a rolling basis from January 2019 to July 2019. As a result of the offering, the Company received gross proceeds of approximately $3,115,000 in exchange for the issuance of 214,535 shares of common stock, including 6,800 bonus shares issued through the incentive program described above. The proceeds are presented in the Consolidated Balance Sheets as a component of stockholders’ equity, net of direct offering costs of approximately $42,000 incurred.

 

In conjunction with the 2019 Common Stock Offering, certain holders of Restated Subordinated Convertible Notes converted their outstanding principal and accrued interest into common stock at a contractually agreed upon 10% discount to the offered price. In 2019, approximately $60,000 in notes principal and accrued interest were converted into 4,440 shares of common stock.

 

In February 2020, the Company launched an offering of its common stock under Tier 2 of Regulation A pursuant to an offering statement on Form 1-A qualified by the SEC (the “2020 Common Stock Offering”). Participation in the 2020 Common Stock Offering was limited to existing shareholders. The Company offered shares of common stock at $17.50 per share, with a minimum investment of $175, or 10 shares of common stock. According to the terms of the offering statement, the aggregate initial offering price of the common stock will not exceed $5,000,000 in any 12-month period, and there is no minimum offering amount. As a result of the offering, the Company received gross proceeds of approximately $539,000 in exchange for the issuance of 30,794 shares of common stock.

 

Preferred Stock Transactions

 

Series A

 

During 2015, the Company issued 709,812 shares of Series A to Investors for total proceeds of $4,748,705. In conjunction with the equity issuance, the Company converted all outstanding promissory notes payable and accrued interest totaling $251,295 into 37,561 shares of Series A.

 

Series Seed

 

During 2015 and 2014, the Company issued 201,146 and 91,259 shares, respectively, to Investors for total proceeds of $1,047,000 and $475,000. In conjunction with the equity issuance in 2014, the Company converted all outstanding convertible notes payable and accrued interest totaling $1,098,388 into 276,391 shares of Series Seed.

    

F-24

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Series B

 

In July 2020, the Company launched an offering of 548,546 shares of Series B Preferred Stock at $18.23 per share (“Series B Preferred Stock Offering”). According to the terms of the offering statement, the aggregate initial offering price of the Series B Stock will not exceed $10,000,000 in any 12-month period, and the Company will not execute sales of any securities under Regulation A that aggregate more than $50,000,000 in any twelve-month period.

 

Since the launch of the offering, the Company has offered its Series B Stock on a continuous basis directly through the Company website, and also on the online platform utilized by SI Securities, LLC located at www.seedinvest.com, to both accredited and non-accredited investors.

 

As a result of the offering, the Company has as of December 31, 2020 received gross proceeds of approximately $2,912,000 in exchange for the issuance of 159,748 shares of Series B preferred stock, presented net of offering costs of $233,000 in the Consolidated Balance Sheets as a component of stockholders’ equity. Pursuant to the offering, certain holders of 2019 Subordinated Convertible Notes converted their holdings into Series B Preferred Stock as discussed in Note 7.

 

Voting - The holders of Preferred Stock are entitled to one vote for each share of common stock into which the preferred shares are convertible.

 

Liquidation - Upon any liquidation, dissolution, or winding up of the Company, the holders of Series A shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders before any payment shall be made to the holders of common stock or Series Seed, an amount per share equal to the greater of: i) the Series A original issue price of $6.69 per share, plus any dividends declared but unpaid, and ii) such amount per share as would have been payable had all shares of Series A been converted into common stock immediately prior to such liquidation, dissolution, or winding up. If the available assets are insufficient to pay the holders of shares of Series A the full amount to which they shall be entitled, then all of the available assets shall be distributed to the holders of the Series A pro rata in accordance with their ownership thereof.

 

After payment in full of the Series A preference amount, the Series Seed stockholders are entitled to a liquidation preference equal to the greater of: i) the Series Seed original issue price of $5.205 per share, plus any dividends declared but unpaid, or ii) such amount per share as would have been payable had all shares of Series Seed been converted into common stock immediately prior to such liquidation, dissolution, or winding up. If the available assets are insufficient to pay the holders of shares of Series Seed the full amount to which they shall be entitled, then all of the available assets shall be distributed to the holders of the Series Seed pro rata in accordance with their ownership thereof. Any assets remaining after such preferential distribution shall be distributed to holders of the common stock.

 

After payment in full of the Series Seed preference amount, the Series B stockholders are entitled to a liquidation preference equal to the greater of: i) the Series B original issue price of $18.23 per share, plus any dividends declared but unpaid, or ii) such amount per share as would have been payable had all shares of Series Seed been converted into common stock immediately prior to such liquidation, dissolution, or winding up. If the available assets are insufficient to pay the holders of shares of Series Seed the full amount to which they shall be entitled, then all of the available assets shall be distributed to the holders of the Series Seed pro rata in accordance with their ownership thereof.

 

Any assets remaining after such preferential distribution shall be distributed to holders of the common stock.

 

Conversion - Shares of Preferred Stock are convertible into shares of common stock at the option of the holder at any time. The number of common stock shares for Preferred Stock can be determined by dividing the original issue price by the then-effective conversion price.

 

Mandatory Conversion - All outstanding shares of Preferred Stock shall automatically be converted into shares of common stock upon the closing of the sales of shares of common stock to the public, with gross proceeds to the Company of at least $20,000,000. All outstanding shares of Series A, Series Seed, and Series B Stock shall automatically be converted into shares of common stock by the date and time, or the occurrence of an event, specified by vote or written consent of the holders of at least a majority of the then outstanding shares of Series A, Series Seed, and Series B Stock, respectively, each voting as a single class.

    

F-25

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Dividends - All dividends shall be declared pro rata on the common stock and Preferred Stock on a pari passu basis according to the numbers of common stock held by such holders on an as converted basis.

 

NOTE 9: stock options and warrants

 

Stock Options

 

In August 2013, the Company adopted the 2013 Stock Option Plan (the “Plan”). The Plan provides incentives to eligible employees, officers, and directors in the form of incentive stock options, non-qualified stock options, and restricted stock awards. The Company has reserved a total of Plan of 400,000 shares of common stock for issuance under the Plan. Of these shares, 29,821 shares are available for future stock option grants as of December 31, 2020.

 

The Board of Directors has the authority to administer the Plan and determine, among other things, the interpretation of any provisions of the Plan, the eligible employees who are granted options, the number of options that may be granted, vesting schedules, and option exercise prices. The Company’s stock options have a contractual life not to exceed ten years. The Company issues new shares of common stock upon exercise of stock options.

 

Due to limited historical data, the Company estimates stock price volatility based on the actual volatility of comparable publicly traded companies over the expected life of the option. The expected term represents the average time that options that vest are expected to be outstanding. The expected term for options granted to non-employees is the contractual life. The risk-free rate is based on the United States Treasury yield curve for the expected life of the option.

 

Management used the Black-Scholes-Merton option pricing model to determine the fair value of options issued during the years ended December 31, 2020 and 2019.

 

The assumptions used to calculate the fair value of stock options granted are as follows:

 

For the Year Ended December 31, 2020   Non-
Employees
    Employees  
Estimated dividend yield     - %     - %
Expected stock price volatility     55.0       50.0 %
Risk-free interest rate     1.52 %     0.34 - 1.40 %
Expected life of options (in years)     10.0       6.25  
Weighted-average fair value per share   $ 11.28     $ 8.35  

 

For the Year Ended December 31, 2019  Non-
Employees
   Employees 
Estimated dividend yield   -%   -%
Expected stock price volatility   55.0%   50.0%
Risk-free interest rate   1.9%   2.1%
Expected life of options (in years)   10.0    6.25 
Weighted-average fair value per share  $9.77   $7.54 

    

F-26

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The following summarizes the stock option activity for the years ended December 31, 2020 and 2019:

 

    Shares     Weighted-
Average
Exercise
Price
    Weighted-
Average
Remaining
Contractual
Term
   

Aggregate

Intrinsic

Value

 
Outstanding as of December 31, 2018     319,925     $ 4.40                  
Exercised     (7,937 )     2.19                  
Terminated     (50,030 )     5.52                  
Granted     62,250       15.00                  
Outstanding as of December 31, 2019     324,208     $ 6.25                  
Exercised     (1,568 )     2.48                  
Terminated     (53,608 )     11.70                  
Granted     101,147       17.50                  
Outstanding as of December 31, 2020     370,179       8.55       6.9       3,312,000  
Exercisable as of December 31, 2020     237,811       5.26       5.8       2,910,000  
Expected to vest after December 31, 2020     132,368       14.46       8.8       402,000  

  

The following table summarizes certain information about all stock options outstanding as of December 31, 2020:

 

 

Exercise Price   Number of Options
Outstanding
   Weighted-Average
Remaining
Contractual Life (In
Years)
   Number of Options
Exercisable
 
$0.67    64,000    3.0    64,000 
 1.87    36,000    4.6    36,000 
 2.40    69,692    6.3    64,487 
 3.99    10,000    3.8    10,000 
 10.00    28,725    7.5    13,420 
 12.00    33,501    8.0    9,695 
 15.00    34,073    8.6    2,983 
 17.50    94,188    9.8    37,226 
      370,179         237,811 

  

As of December 31, 2020, there was approximately $723,000 of total unrecognized compensation cost related to stock option arrangements granted under the Plan. That cost is expected to be recognized over a weighted-average period of 2.9 years. The total intrinsic value of stock option awards exercised was approximately $24,000 during the fiscal year ended December 31, 2020.

 

The Company recorded approximately $59,000 and $3,000 in non-employee and $475,000 and $176,000 in employee share-based compensation expense during 2020 and 2019, respectively.

 

Warrants

 

The Company issued 10,550 warrants during the year ended December 31, 2019, for the purchase of common stock. The warrants are exercisable immediately at $2.40 or $15.00 with a contractual term of ten years. The estimated fair value of the warrants was approximately $140,000 when issued. The fair value was calculated using the Black-Scholes-Morton pricing model with the following weighted-average assumptions: risk-free interest rate of 2.5%, expected life of ten years, dividend yields of 0%, and volatility factor of 55.0%. These assumptions yielded a weighted average fair value of $13.27 per warrant.

     

F-27

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

During the years ended December 31, 2020 and 2019, respectively, 0 and 9,800 warrants were issued in connection with the 2017 Note. These warrants were measured at fair value and recorded as a discount to “Long-term notes payable,” with a corresponding increase to “Additional paid-in capital.” The discount will be amortized to expense over the remaining term of the 2017 Note. Upon full repayment and retirement of the 2017 Note in 2019, any unamortized discount at the time of repayment was amortized. The Company recognized expense of approximately $223,000 related to amortization of the 2017 Note warrant discount for the year ended December 31, 2019, as a component of “General and administrative” in the Consolidated Statements of Operations.

 

The remaining 750 warrants issued in 2019 were issued were issued in conjunction with the issuance of short-term notes payable in November and December 2019. These warrants have been measured at fair value and recorded as a discount to “Short-term notes payable,” with a corresponding increase to “Additional paid-in capital.” The discount will be amortized to interest expense over the remaining term of the corresponding notes. The Company recognized expense of approximately $4,000 related to amortization of these warrant discounts for the year ended December 31, 2020.

 

None of the outstanding warrants have been exercised as of December 31, 2020.

 

NOTE 10: INCOME TAXES

 

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The components of the Company’s deferred income tax assets and liabilities as of December 31, 2020 and 2019, are as follows:

 

   2020   2019 
Deferred income tax assets and liabilities:          
Net operating loss carryforwards  $6,156,000   $5,141,000 
Accrued expenses   27,000    23,000 
Share-based compensation   142,000    141,000 
Accrued interest   130,000    203,000 
Research and development credit   152,000    25,000 
Depreciation and amortization   31,000    (37,000)
Valuation allowance   (6,638,000)   (5,496,000)
   $-   $- 

     

The Company has established a valuation allowance against its deferred tax assets due to the uncertainty surrounding the realization of such asset. The valuation allowance increased by approximately $1,142,000 and $832,000, respectively, during the years ended December 31, 2020 and 2019.

 

As of December 31, 2020, the Company has federal and state net operating loss carryforwards of approximately $24,480,000 available to offset future federal and state taxable income, which begin to expire in 2033 and 2028. In general, a corporation’s ability to utilize its NOL and research and development credit carryforwards may be substantially limited due to the ownership change limitations as required by Section 382 and 383 of the Internal Revenue Code of 1986, as amended (Code), as well as similar state provisions. The federal and state Section 382 and 383 limitations may limit the use of a portion of the Company’s domestic NOL and tax credit carryforwards. Further, a portion of the carryforwards may expire before being applied to reduce future income tax liabilities.

 

F-28

 

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Income taxes computed at the statutory federal income tax rate are reconciled to the provision for income tax expense for 2020 and 2019 as follows:

 

   2020   2019 
   Amount   % of Pre-
Tax
Earnings
   Amount   % of Pre-
Tax
Earnings
 
Income tax expense (benefit) at statutory rate  $(1,005,000)   (21.0)%  $(806,000)   (21.0)%
State taxes (net of federal benefit)   (222,000)   (4.6)%   (161,000)   (4.6)%
Non-deductible expenses   497,000    10.4%   135,000    (0.6)%
True-up adjustment for deferred items   (412,000)   (6.6)%   -    -%
Change in valuation allowance   958,000    21.8%   832,000    26.2%
Provision for income tax expense  $-    0.0%  $-    0.0%

 

The Company recognizes interest and penalties related to uncertain tax positions in the provision for income taxes. As of December 31, 2020 and 2019, the Company had no accrual related to uncertain tax positions.

 

NOTE 11: RELATED PARTY TRANSACTIONS

 

ISB Development Corp.

 

The Company issued a short-term note in November 2019 to ISB Development Corp., an entity owned and operated by a director of the Company, for a principal sum of $500,000. The short-term note and accrued interest thereon were repaid in full in 2020. See Note 7, under the heading “Other short-term notes payable,” for further discussion and disclosure related to the related party note.

 

Moma Walnut, LLC

 

In June 2019, the Company extended a fully collateralized loan to Moma Walnut, LLC, an entity that is owned and operated by a director of the Company. The loan has a principal amount of $400,000, bears interest at a stated rate of 5% per annum, and was initially due within 30 days. Terms were subsequently modified in August 2019 to increase the interest rate to 13% per annum and extend the maturity date to August 11, 2020. In September 2020, the terms were again amended to retroactively change the interest rate to 10% per annum and to require monthly interest payments. As of December 31, 2020 and 2019, the related party loan receivable and accrued interest thereon are presented in the Consolidated Balance Sheets as a component of “Other current assets” in the amount of $404,000 and $417,000, respectively.

 

Employee Loan

 

In November 2020, an employee of the Company was extended a loan in the amount of $30,000, bearing interest at a rate of 1% per annum. The loan matures on October 31, 2021. As of December 31, 2020, the related party loan receivable and accrued interest thereon are presented in the Consolidated Balance Sheets as a component of “Other current assets” in the amount of approximately $30,000.

 

NOTE 12: COMMITMENTS AND CONTINGENCIES

 

The Company has a noncancelable operating lease agreement for office space. The lease contains a renewal option within 67 months of the commencement date of September 2018. Additionally, the company amended the lease to acquire approximately 4,000 sq ft of new office space within the current building. Rent expense for operating leases, which has escalating rents over the term of the lease, is recorded on a straight-line basis over the minimum lease terms. Rent expense under the operating lease was approximately $309,000 and $248,000 as a component of “General and administrative” in the Consolidated Statements of Operations for the years ended December 31, 2020 and 2019, respectively.

 

F-29

 

 

GROUNDFLOOR FINANCE INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

As of December 31, 2020, the approximate amounts of the annual future minimum lease payments under noncancelable operating leases obligations are as follows:

 

   Balance 
 Years ending December 31,     
 2021  $387,505 
 2022   432,710 
 2023   445,679 
 2024   151,754 
 2025   - 
    $1,417,648 

 

The Company is subject to legal proceedings which arise in the ordinary course of business.  In the opinion of the Company, the resolution of these matters will not have a material adverse impact on the Company’s consolidated financial position or results of operations.

 

NOTE 13: SUBSEQUENT EVENTS

 

In January 2021, the Company submitted an application for 100% loan forgiveness related to the loan received in 2020 through the Paycheck Protection Program. The application is pending as of the date of issuance of these financial statements.

 

As discussed in Note 7, in July 2020 the Company commenced an offering of Series B Stock on an online platform utilized by SI Securities, LLC, located at www.seedinvest.com, to both accredited and non-accredited investors. That offering extended into 2021 and continues to accept new investments as of the issuance date of these financial statements. Pursuant to that offering, from January 1, 2021 through the issuance date of these financial statements, the Company has received gross proceeds of approximately $701,000, net of issuance costs of approximately $56,000, in exchange for the issuance of 38,429 shares of Series B Stock.

 

F-30

 

 

Summary Financial Information

 

The following information updates and replaces the information in the section titled “Summary Financial Information” beginning on page [10] of the Offering Circular:

 

The unaudited condensed statements of operations data set forth below with respect to the twelve months ended December 31, 2020 and December 31, 2019 are derived from, and are qualified by reference to, the unaudited condensed consolidated financial statements included in this Offering Circular and should be read in conjunction with those unaudited condensed consolidated financial statements and notes thereto.

 

F-31

 

 

   Twelve Months Ended December 31, 
   2020  2019 
Non-interest revenue:         
Origination fees  $2,548,305  $2,748,150 
Loan servicing revenue   1,348,332   1,964,284 
Total non-interest revenue   3,896,637   4,712,434 
Net interest income:         
Interest income   7,597,436   6,323,801 
Interest expense   (6,042,535)  (4,633,122)
Net interest income   1,554,901   1,690,679 
Net revenue   5,451,538   6,403,113 
Cost of revenue   (611,436)  (779,756)
Gross profit   4,840,102   5,623,357 
Operating expenses:         
General and administrative   3,006,854   2,514,202 
Sales and customer support   2,457,720   2,939,149 
Development   1,205,399   1,125,071 
Regulatory   353,103   208,874 
Marketing and promotions   1,453,840   1,515,558 
Total operating expenses   8,476,916   8,302,854 
Loss from operations   (3,636,814)  (2,679,497)
Interest expense on corporate debt instruments   1,149,819   1,157,769 
Net loss  $(4,786,633) $(3,837,266)

 

In Groundfloor’s audited consolidated financial statements for the year ended December 31, 2020, our auditors expressed in their opinion substantial doubt about our ability to continue as a going concern. Since Groundfloor’s inception, Groundfloor has financed its operations through debt and equity financings. Groundfloor intends to continue financing its activities and working capital needs largely from private financing from individual investors and venture capital firms until such time that funds provided by operations are sufficient to fund working capital requirements.

 

*          *          *

 

CAPITALIZATION

 

The following tables reflect Groundfloor’s capitalization as of December 31, 2020 (audited) and December 31, 2019 (audited). The tables are not adjusted to reflect any subsequent stock splits, stock dividends, recapitalizations or refinancings or the subsequent closings of any financings.

 

The historical data in the tables is derived from and should be read in conjunction with Groundfloor’s consolidated financial statements included in this Offering Circular. You should also read this table in conjunction with the section entitled “Management Discussion and Analysis.”

 

F-32

 

 

   Amounts
Outstanding as of
December 31, 2020
   Amounts
Outstanding as of
December 31, 2019
 
Stockholders’ Deficit:          
Common stock, no par value  $11,596,087   $10,564,771 
Preferred stock, no par value   10,716,618    7,571,526 
Additional paid-in capital   2,336,551    1,802,895 
Less: Stock subscription receivable   (560)   (560)
Accumulated deficit   (26,254,407)   (21,467,774)
Total stockholders’ deficit  $(1,605,711)  $(1,529,142)

 

 

 

 

PART III — EXHIBITS

 

Exhibit Index

 

Exhibit
Number
  Exhibit Description
(hyperlink)
  Filed
Herewith
  Form   File No   Exhibit   Filing Date
1.1   Agreement dated February 14, 2020, by and between Groundfloor Finance Inc. and SI Securities, LLC       1-A   024-11188   1.1   April 3, 2020
                         
2.1   Form of Groundfloor Finance Inc. Third Amended and Restated Articles of Incorporation       1-A/A   024-11188   2.1   June 8, 2020
                         
2.2   Groundfloor Finance Inc. Bylaws       1-A/A   024-10440   2.2   July 1, 2015
                         
3.1   Amended and Restated Investors’ Rights Agreement       1-A/A   024-10496   3.1   November 25, 2015
                         
3.2   Form of Preferred Stock Voting Agreement       1-A/A   024-10758   3.2   February 7, 2018
                         
3.3   Common Stock Voting Agreement       1-A/A   024-10758   3.3   February 7, 2018
                         
3.4   Common Stock Subscription Agreement       1-A/A   024-10758   3.4   February 7, 2018
                         
4.1   Form of Series B Stock Subscription Agreement       1-A/A   024-11188   4.1   June 8, 2020
                         
4.2   Form of Series B Stock Investors’ Rights Agreement       1-A/A   024-11188   4.2   June 8, 2020
                         
6.1   Executive Employment Agreement with Brian Dally dated November 19, 2014       1-A/A   024-10440   6.1   July 1, 2015
                         
6.2   Executive Employment Agreement with Nikhil Bhargava dated November 19, 2014       1-A/A   024-10440   6.2   July 1, 2015
                         
6.3   2013 Stock Option Plan       1-A/A   024-10440   6.6   July 1, 2015
                         
6.4   Option Award Agreement for Michael Olander Jr.       1-A/A   024-10440   6.8   July 1, 2015
                         
6.5   Option Award Agreement for Richard Tuley       1-A   024-10488   6.11   October 7, 2015
                         
6.6   Option Award Agreement for Bruce Boehm       1-A   024-10488    6.12   October 7, 2015
                         
6.7   Series Seed Preferred Stock Purchase Agreement       1-A/A   024-10440   3.1   July 1, 2015
                         
6.8   Series A Preferred Stock Purchase Agreement       1-A/A   024-10496   6.18   November 25, 2015
                         
6.9   Right of First Refusal and Co-Sale Agreement       1-A/A   024-10496   6.19   November 25, 2015

 

 

 

 

6.10   Promissory Note and Security Agreement, as amended       1-A POS   024-10496   6.10   October 18, 2017
                         
6.11   Loan Purchase Agreement with Harvest Residential Loan Acquisition, LLC       1-A POS   024-10758   6.11   February 7, 2018
                         
6.12   Servicing Agreement with Harvest Residential Loan Acquisition, LLC       1-A POS   024-10758   6.12   February 7, 2018
                         
6.13   Amended and Restated Credit Agreement, dated April 4, 2018 by and among Groundfloor Holdings GA, LLC and ACM Alamosa DA LLC       1-A/A   024-11188   6.13   June 15, 2020
                         
8.1   Escrow Agreement by and among Groundfloor Finance Inc., SI Securities, LLC, and The Bryn Mawr Trust Company of Delaware       1-A/A   024-11188   8.1   June 8, 2020
                         
10.1   Power of attorney       1-A/A   024-11188   10.1   June 15, 2020
                         
11.1   Consent of Cherry Bekaert LLP       1-A POS   024-10753   11.1   May 25, 2021
                         
11.2   Consent of Robbins Ross Alloy Belinfante Littlefield LLC (included as part of Exhibit 12.1)   X                
                         
12.1   Opinion of Robbins Ross Alloy Belinfante Littlefield LLC   X                

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this offering statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on June 3, 2021.

 

  GROUNDFLOOR FINANCE INC.
     
  By: /s/ Nick Bhargava
  Name:  Nick Bhargava
  Title: Executive Vice President, Secretary and Acting Chief Financial Officer

 

This offering statement has been signed by the following persons in the capacities and on the dates indicated.

 

Signature   Title   Date
         
*   President, Chief Executive Officer and Director (Principal Executive Officer)   June 3, 2021
Brian Dally      
         
/s/ Nick Bhargava   Executive Vice President, Secretary, Acting Chief Financial Officer and Director (Principal Financial and Accounting Officer)   June 3, 2021
Nick Bhargava      
         
*   Director   June 3, 2021
Sergei Kouzmine        
         
*   Director   June 3, 2021
Bruce Boehm        
         
*   Director   June 3, 2021
Michael Olander Jr.        
         
*   Director   June 3, 2021
Richard Tuley Jr.        

 

*By: /s/ Nick Bhargava  
Nick Bhargava  
Attorney-in-fact