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Greenlite - Reg A

Regulation A · Tier 2 · SEC-Qualified Offering · Open to All Investors · Common Stock
 
 
 
 
Invest in Greenlite Holdings

Own common stock in the multifamily real estate company taking aim at $1B+ in distressed real estate.

Greenlite is raising up to $75M in company-level capital (including bonus share value) with plans to acquire distressed, under-market Class B/C multifamily in Oklahoma City. Our strategy is to buy below market, lift to market, repeat. The operator behind it has $28.2M in realized profits across 17 years and 2,500+ units. Class A Common Stock is priced at $2.00 per share.

Regulation A (Tier 2)SEC-Qualified Offering$2.00 / Share$250 MinimumOpen to All Investors
Jonathan Lewis presents the Greenlite strategy
 
Investor OverviewJonathan Lewis, the CEO who has deployed $183M+, on the strategy, the $1B pipeline, and the road ahead.
 
Key Highlights

Seven reasons this raise is different.

01

$1B+ in distressed multifamily, actively being tracked

Greenlite is tracking real distressed and failing Oklahoma City assets today. The opportunity is found; this raise is the disciplined capital to act on it.

02

$28.2M in realized net profits

Realized, not projected, across our principals' completed projects and every market cycle since 2008.

03

You own common stock in the company, not just exposure to one building

Common stock in the operating company, and every acquisition it has the potential to increase the value of the shares you hold.

04

A market institutions can't bother with

Oklahoma City: strong in-migration and rent growth trends, but we believe deals here are often too small and too operational for megafunds. In our view, the lane is open.

05

Counter-cyclical timing

While capital crowds into AI at record valuations, we believe that distressed real assets in overlooked markets are repricing. Disciplined capital wins.

06

Similar principles to a Sam Zell-style playbook

Greenlite is applying similar principles: disciplined private execution, focused market knowledge, and a long-term objective to evaluate public-company scale. Any future listing for Greenlite is aspirational only, not a term of this offering, and not guaranteed. Entry at $2.00 per share.

07

$250 minimum · straightforward common equity

No complex preferred stack to sort through — you own common stock directly, alongside the company's growth.

Track record and related statistics reflect Jonathan Lewis's and affiliated prior-entity principal experience and are not solely attributable to Greenlite Holdings, Inc. Pipeline figures reflect situations Greenlite is tracking, not assets it owns or controls.

The pipeline is identified. The operator is proven. The opportunity is ready for disciplined capital.
SEC-Qualified Regulation A OfferingView Offering Circular
 
The Opportunity
$1B+

In distressed properties and failing multifamily — one market, already on Greenlite's target list. The distress is real, and the opportunity is ready for disciplined capital.

SEC-Qualified Regulation A OfferingView Offering Circular

Pipeline figures reflect situations Greenlite is actively tracking; Greenlite does not own, control, or have rights to these assets. No acquisition is guaranteed.

 
The Market

One market Greenlite knows deeply.

Our Founder has spent numerous years acquiring, repositioning, and operating multifamily in Oklahoma City: the relationships, the crews, and the on-the-ground read that out-of-market capital cannot replicate.

 
How One Operator Captures It

Why Jonathan Lewis can do what the megafunds can't.

Jonathan Lewis

CEO & Founder

Began investing in real estate in the teeth of the 2008 financial crisis, the last great distress cycle, and has bought, fixed, and sold through every market since. Personal capital deployed on every transaction.

2008 Founded in a crisis 12 Completed projects 12–15 Specialists on team Personal capital in every deal
01

Buy below market.

Deals sourced through 17 years of lender, broker, and direct-to-owner relationships in multiple markets. Disciplined basis, conservative leverage, an honest read of the building before the purchase.

02

Lift it to market.

In-house renovation oversight, independently reviewed renovation budgets and scopes of work, management resets, and tighter operations. Value created through hands-on execution, not by betting on market appreciation.

03

Exit on operations, not sentiment.

Every disposition timed to when occupancy and operations have stabilized.

04

Ownership is at the company level.

This raise changes the structure: instead of profits cycling deal-by-deal, every acquisition now builds the value of one company, the company you would own common stock in.

05

Repeat with discipline.

The strategy is built to repeat across future acquisitions, so each successful project can strengthen the company-level platform.

 
Proven · Not Projected

After building the playbook across prior projects, Greenlite is now offering investors the opportunity to buy common stock in the company itself.

Before investors back this company, they should see the proof behind the operator: realized net profits built deal by deal, through 2008, COVID, and the recent rate shock.

Cumulative realized net profits · 2008–2024

$28.2M
Realized to date
$0$7.5M$15M$22.5M$30M20082012201620202024Catalina VistaLatitude 32The GradelyThe Restoration at Candlewood$0$15M$30M200820162024Candlewood exit

Illustrative timeline of cumulative realized net profits across the principal track record (12 completed projects; only selected realized projects are labeled; intermediate-year pacing approximate). Per-project multiples are not displayed here pending confirmation against the Offering Circular's Guide 5 tables (see Track Record disclaimers below). This is not a stock price, security value, or projection of Greenlite Holdings, Inc. performance. Past performance is not indicative of future results.

~$28.2M
Realized Net Profits
~$125.9M
Total Project Cost (Realized Projects)
2,500+
Multifamily Units
17 yrs
Operating History

The track record presented in this section reflects the relevant historical experience of prior real estate activities of Jonathan Lewis and Greenlite Holdings, LLC. Investors in this offering should not assume that they will experience returns, if any, comparable to those experienced in such prior real estate activities. IRR and average equity multiple figures previously shown here have been removed pending confirmation of what is supportable under the Offering Circular's Guide 5 prior-performance disclosure (Appendix A).

Full-Cycle Receipts

Bought. Fixed. Sold.

The Restoration at Candlewood exterior
Realized

The Restoration at Candlewood

Acq. Cost
$25.85M
Total Consid.
$31.97M
Gain
$6.12M
The Gradely exterior
Realized

The Gradely

Location
Albuquerque, NM
Units
184
Held
2018–2021
Catalina Vista exterior and pool
Realized

Catalina Vista

Location
Tucson, AZ
Units
50
Held
2016–2017
Latitude 32 exterior
Realized

Latitude 32

Location
Tucson, AZ
Units
76
Held
2018–2019
Affiliated Current Hold · The Playbook, Live

Highpoint Creek

Oklahoma City, OK · Acquired September 2023

A 252-unit value-add reposition running right now: interior and exterior renovations, a management reset, and tighter operations, the same hands-on playbook behind every exit above.

Acquired
$16.56M
Total Project Cost
$28.6M
Units
252

Greenlite Holdings, Inc. does not directly own real estate assets as of the current disclosure date. The project described above relates to the prior performance of our founder, Jonathan Lewis.

Selected realized exits attributable to Jonathan Lewis and affiliated prior-entity principal experience. Individual deal outcomes vary. Past performance is not indicative of future results.

SEC-Qualified Regulation A OfferingView Offering Circular
After building the playbook across prior projects, Greenlite is now offering investors the opportunity to buy common stock in the company itself.
The Precedent

Similar principles. A different company, a different stage.

Sam Zell ran a comparable playbook: he built a private multifamily platform on a track record dating to 1969, then took it public on the NYSE in 1993 as Equity Residential. Greenlite is applying similar principles: disciplined private execution, focused market knowledge, and a long-term objective to evaluate public-company scale.

“Liquidity creates value.”

Sam Zell · Founder, Equity Residential
Equity Residential · Historical Context Only

A different company, presented for historical context.

Equity Residential is an unaffiliated, publicly traded company. Its history is presented here only as historical context for the private-platform-to-public-company model — not as a comparison, prediction, or projection of Greenlite's performance or any listing outcome.

Greenlite · Today

Where Greenlite sits today.

Greenlite is applying similar principles at an early, private stage: focused market knowledge in Oklahoma City, disciplined execution, and a stated long-term objective to evaluate public-company scale. Investors enter at the company level, before any potential listing.

  • Entry price$2.00 / share
  • Minimum investment$250

References to Sam Zell and Equity Residential are drawn from public filings, annual reports, and third-party sources, are presented solely as historical context for the operating-company model, and do not imply any affiliation, endorsement, comparison, or projection of Greenlite's future performance. A public listing for Greenlite is an aspirational objective only, is not a term of this offering, and is not guaranteed. There is no guarantee of, and no set timeline for, any future listing.

Why the Structure Matters

Not just one deal. The company built to repeat the strategy.

Invest in the company executing the strategy, not just a single real estate deal.

Typical Syndication / Fund
Greenlite Company-Level Investment
Exposure to one property or one fund.
Common stock in the company itself.
Returns tied to a single rent roll or fund cycle.
Potential participation in company-level value as the portfolio compounds.
Sponsor keeps the operator-level upside.
Investors enter at the operator level.
Fixed fund life, forced liquidation timeline.
A continuing company with multiple potential exits: acquisition, recapitalization, portfolio sale, or public listing.

Exit paths are potential pathways, not promised outcomes.

 
Offering Summary

Offering terms.

This summary is qualified in its entirety by the Offering Circular and subscription documents. Review all offering materials, including risk factors, before making an investment decision.

Bonus Shares

Investors pay the full $2.00 per share price. Eligible investors receive additional shares of Class A Common Stock at no extra cost, based on investment amount, per the Offering Circular's Plan of Distribution.

$250–$999
0% Bonus Shares
Effective price: $2.00/share
$1,000–$2,499
5% Bonus Shares
Effective price: ~$1.90/share
$2,500–$4,999
10% Bonus Shares
Effective price: ~$1.82/share
$5,000–$9,999
15% Bonus Shares
Effective price: ~$1.74/share
$10,000+
20% Bonus Shares
Effective price: ~$1.67/share (maximum bonus)

Bonus Shares are cumulative and may stack, subject to a maximum aggregate Bonus Shares of 20% of an investor's total Class A Common Stock purchase. See "Plan of Distribution" in the Offering Circular for full terms.

SEC-Qualified Regulation A OfferingView Offering Circular
Issuer
Greenlite Holdings, Inc.
Offering
Regulation A, Tier 2 — SEC-Qualified
Raise
Up to $62.5M in cash proceeds (up to $75M total offering value including Bonus Share value)
Eligible Investors
Open to accredited and non-accredited investors; investment limits apply to non-accredited investors under Regulation A.
Security
Class A Common Stock
Price Per Share
$2.00
Minimum
$250
Transferability
Restricted securities; resale subject to applicable securities laws.
Investor Fit

Who this offering is designed for

  • Investors who understand equity, and want company-level exposure to real assets while much of the market crowds into AI and headline technology.
  • Investors evaluating company-level value creation, not single-deal yield.
  • Investors interested in distressed and value-add multifamily.
  • Investors seeking a private-market position ahead of any potential listing.
Risk Fit

This offering is not for investors who need

  • Guaranteed returns.
  • Short-term liquidity.
  • Principal protection.
  • Predictable exit timing.
  • A publicly traded security today.
 
Request Materials

Review the investor deck.

For investors who want the full materials before proceeding.

  • Receive the investor deck.
  • Review the strategy, structure, and offering overview.
  • Proceed to subscription when ready.

Questions about the offering? Investor Relations can answer questions based on the information in the Offering Circular.

Speak to Investor Relations
+1 656-565-7583
SEC-Qualified Regulation A Offering
 
Investor FAQ

Frequently asked questions.

Start Here
What am I buying?

You are buying Class A Common Stock in Greenlite Holdings, Inc. at $2.00 per share. This is company-level equity, not a single-property investment. As a common stockholder, you share in the value of the company as a whole, alongside its founder and other investors.

What happens after I click Invest Now?

Step 1: Create/confirm your investor profile and complete the questionnaire.

Step 2: Confirm your investor status and any applicable Regulation A investment limits.

Step 3: Review and sign the subscription documents.

Step 4: Fund your investment (ACH/wire) and receive confirmation once accepted and countersigned.

How is this different from a typical syndication or a private real estate fund?

This offering is for equity in the operating Company, not a one-off single property syndication. It is also not a finite-life blind-pool fund with a set liquidation date. Greenlite's strategy is to scale the operating Company and deploy capital across multiple acquisitions over time, driven by controllable value-add execution.

What is the minimum investment?

The minimum investment for this offering is $250 (125 shares of Class A Common Stock at $2.00 per share).

How do Bonus Shares work?

The price is a fixed $2.00 per share. Investors who invest above certain thresholds receive additional shares of Class A Common Stock at no extra cost: 5% at $1,000+, 10% at $2,500+, 15% at $5,000+, and 20% (the maximum) at $10,000+. Bonus Shares are cumulative up to a 20% maximum. See the tier table on this page and the Offering Circular's "Plan of Distribution" for full terms.

Investment & Process
Who is eligible to invest?

This is a Regulation A offering and is open to both accredited and non-accredited investors. Non-accredited investors are subject to investment limits under Regulation A (generally the greater of 10% of annual income or net worth, unless an exemption applies). You will be asked to confirm your investor status, and any applicable investment limit, during the investment process.

Can I invest through an LLC, trust, or IRA?

Many investors invest through an LLC, trust, or a self-directed retirement account. If you invest through an entity or retirement account, you may be asked for additional information (entity documents, authorized signer, custodian paperwork, etc.). Please consult your legal/tax advisor and confirm requirements with your custodian if applicable.

How do I know my subscription was received and accepted?

After you submit your subscription, you should receive an on-screen confirmation and/or email confirmation that your submission was received. Greenlite will review your submission and may request additional information (including confirming investor status and any applicable investment limits) before acceptance. Once accepted, you should receive confirmation and access to the final countersigned documents through the portal.

Pricing & Bonus Shares
Is $2.00 per share fixed, or can it change?

The Offering Circular sets the price at $2.00 per share of Class A Common Stock for this offering. Any change to that price would require an amendment to the Offering Statement, which would be reflected here and in the offering materials before taking effect.

If I invest multiple times, do Bonus Shares stack?

Bonus Shares are cumulative and may stack, up to a maximum aggregate of 20% of your total Class A Common Stock purchase amount in this offering. Contact Investor Relations if you plan to invest in multiple tranches and want to confirm your expected Bonus Share tier.

Company, Strategy & Security
How does Greenlite source acquisitions?

Greenlite sources opportunities through broker relationships, direct outreach, and an ongoing pipeline focused on multifamily assets where operational execution and renovations can create value. The team applies a consistent underwriting process and focuses on deals where improvements are controllable (not dependent on cap-rate speculation).

What is the operating playbook (Acquire, Reposition, Stabilize, Operate)?

Greenlite's playbook is: acquire properties that fit the strategy, reposition through targeted renovations and operational improvements, stabilize occupancy and operations, and operate for yield while continuing to scale. The goal is repeatable execution across multiple acquisitions rather than a single bet on one building.

How will investor capital be used (use of proceeds)?

Net proceeds are intended to be used alongside other proceeds to finance the Company's equity commitments in future multifamily acquisitions, support value-add programs, and fund general working capital and corporate purposes. A portion of proceeds may also support corporate infrastructure and offering expenses as disclosed.

How do dividends work?

Greenlite does not currently pay dividends on its common stock. Any future dividend would be paid only if, as, and when declared by the Board of Directors, out of legally available funds. There is no guarantee dividends will ever be paid.

Is there dilution protection?

Common stock does not carry anti-dilution protection. As with any common equity, your ownership percentage may be diluted by future issuances of stock, including in future financing rounds.

Does common stock have voting rights?

Yes. Common stockholders generally carry one vote per share on matters submitted to stockholders, subject to the Company's governing documents.

Liquidity, Reporting & Risks
What is the NYSE American objective and what is not guaranteed?

Greenlite's long-term objective is to evaluate a potential NYSE American direct listing as the Company scales. This is an aspirational objective only, is not a term of this offering, is not guaranteed, and there is no promised timeline or outcome. Any liquidity event depends on multiple factors including the Company's scale, market conditions, and board decisions.

Can I sell or transfer my shares before a liquidity event?

These securities are restricted and there is no public market today. Transfers are subject to securities law requirements, holding periods, and the restrictions in the subscription documents. If you are considering a transfer, consult your advisor and contact investor relations for process guidance.

What reporting should investors expect?

Greenlite intends to provide periodic investor updates and reporting as the Company scales, which may include financial summaries and portfolio/company updates. The exact cadence and format will be described in the investor materials and may evolve over time.

What are the key risks I should understand?

All investments involve risk, including market risk, execution/renovation risk, financing/leverage risk, and liquidity risk (you may not be able to sell your shares). You should review the full risk factor disclosure before investing and consult your advisor.

Strategy & Operations
What types of properties does Greenlite target?

Greenlite generally targets underperforming multifamily properties where a repeatable repositioning plan (unit upgrades, property-level improvements, and tighter operations) can improve performance over time. Specific targets and criteria are described in the offering materials.

Where does Greenlite focus its acquisitions?

We focus where operational execution can matter more: markets with less institutional saturation and clear local demand drivers, where basis and upside may be supported by controllable improvements. Market focus may evolve over time as opportunities change.

How does Greenlite manage renovations and operational execution?

Our approach is built around disciplined underwriting, clear renovation scopes and budgets, and hands-on oversight from acquisition through renovation and ongoing operations. Execution involves real risk, and results depend on market conditions and operational performance; details are in the offering materials.

 
 
Regulation A Offering · SEC-Qualified

$1B+ is sitting on the table in Oklahoma City. One operator is positioned to capture it.

Seventeen years. $28.2M realized. A $1B+ identified pipeline. And a structure where, for the first time, investors can buy common stock in the company doing it, at $2.00 a share, before any potential listing.

The question is not whether one building can perform. It is whether Greenlite can repeat the playbook, grow the portfolio, and compound value over time.

SEC-Qualified Regulation A Offering View Offering Circular
$693,076
subscriptions initiated · $250 min · $2.00/share

Invest Now

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