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Greenlite - Reg A
Own common stock in the multifamily real estate company taking aim at $1B+ in distressed real estate.
Greenlite Holdings, Inc. is raising up to $62.5M in cash proceeds from investors (up to $75M counted toward the SEC's annual Regulation A offering limit once Bonus Shares are included—see footnote) 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. Our founder, Jonathan Lewis, has $28.2M in realized profits** across 17 years and 2,500+ units from his prior real estate activities. Class A Common Stock is priced at $2.00 per share.
**The Offering Circular's Guide 5 prior-performance tables do not separately disclose an aggregate "$28.2M realized profits" figure; this total is drawn from the Company's internal records of the founder's prior-entity track record. See "Track record" footnote below.
Seven reasons this raise is different.
$1B+ in distressed multifamily, actively being tracked
Greenlite Holdings, Inc. is tracking real distressed and failing Oklahoma City assets today. The opportunity is found; this raise is the disciplined capital to act on it.
$28.2M in realized net profits**
Realized, not projected, across our founder's completed prior-entity projects and every market cycle since 2008.
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.
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.
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.
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.
$250 minimum · Common Equity
No complex preferred stack to sort through — you own common stock directly, alongside the founder, to participate in the company's potential growth and valuation.
Track record and related statistics reflect Jonathan Lewis's and affiliated prior-entity principal experience and are not attributable to Greenlite Holdings, Inc. Greenlite Holdings, Inc. is a new company and has no prior performance history. Pipeline figures reflect situations Greenlite is tracking, not assets it owns or controls.
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.
Pipeline figures reflect situations Greenlite is actively tracking; Greenlite does not own, control, or have rights to these assets. No acquisition is guaranteed.
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.
Why Jonathan Lewis can do what the megafunds can't.
Jonathan Lewis
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.
*Reflects the prior real estate track record, projects, and team built by founder Jonathan Lewis through predecessor/affiliated entities — not the operating history, completed projects, or current headcount of Greenlite Holdings, Inc., which was incorporated October 17, 2025 and has no prior performance history.
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.
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.
Exit on operations, not sentiment.
We intend to time every disposition to when occupancy and operations have stabilized.
Ownership is at the company level.
This raise changes the structure: instead of profits cycling deal-by-deal, every acquisition now has the potential to build the value of one company, the company you would own common stock in.
Repeat with discipline.
The strategy is built to repeat across future acquisitions, so each successful project can strengthen the company-level platform.
After building the playbook across prior projects, our founder Jonathan Lewis formed Greenlite to offer investors the opportunity to buy common stock in a company itself using his playbook.
Before investors back this company, they should see the proof behind the founder: realized net profits built deal by deal, through 2008, COVID, and the recent rate shock.
Cumulative realized net profits · 2008–2024
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.
The track record presented in this section reflects the relevant historical experience of prior real estate activities of Jonathan Lewis and Greenlite Holdings, LLC, and is not attributable to Greenlite Holdings, Inc. Greenlite Holdings, Inc. is a new company and has no prior performance history. 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). **Figures marked with ** (including the $28.2M realized net profits and $183M+ deployed totals) are not separately broken out in the Offering Circular's Guide 5 tables; SEC Guide 5 formats limit what may be included in the offering circular, but these figures are reflected in the Company's internal records.
Bought. Fixed. Sold.
**SEC Guide 5 formats limit what may be included in the Offering Circular's prior-performance tables; the acquisition and sale figures below for The Gradely, Catalina Vista, and Latitude 32 are not presented in the Offering Circular but are reflected in the Company's internal records. Only Candlewood and Highpoint Creek have Guide 5 dollar tables in the Offering Circular (Appendix A).
The Restoration at Candlewood
††Total Sale Proceeds is cash received at closing plus the mortgage balance satisfied/assumed at sale (no purchase-money financing or GAAP adjustments applied in this sale). Per the Offering Circular, Appendix A, Table V.
The Gradely
Catalina Vista
Latitude 32
Highpoint Creek
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.
Figures per the Offering Circular, Appendix A, Table VI. 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, through Greenlite Holdings, LLC, an affiliated entity under common control.
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.
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.”
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.
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 today, as a private company.
- 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.
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.
These are illustrative possibilities, not promised or guaranteed outcomes. There is no guarantee the Company will pursue or complete any of them.
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.
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.
$62.5M cash + $12.5M attributed value of Bonus Shares = $75M counted toward the SEC's Regulation A annual offering cap (Rule 251(a)); Bonus Shares are issued at no additional cost to investors—see § footnote.
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 in the Company today.
This offering is not for investors who need
- Guaranteed returns.
- Short-term liquidity.
- Principal protection.
- Predictable exit timing.
- A publicly traded security today.
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.
Frequently asked questions.
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.
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.
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.
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. Class A Common Stock, the security offered in this Offering, carries one vote per share. However, the founder's Class B Common Stock carries eight votes per share and will continue to hold a majority of the Company's total voting power after this Offering. As a result, the founder will retain voting control and the ability to make significant corporate decisions without the consent of other investors; Class A stockholders will have limited practical ability to influence corporate matters.
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.
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.
$1B+ is sitting on the table in Oklahoma City. Our founder 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.
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.
Updates
Today’s real estate market is creating pressure for many property owners, lenders, and properties that need additional capital.
For experienced operators, however, that same pressure may also create opportunity.
That is one of the reasons Greenlite is raising capital now — so the company can be prepared to act when the right opportunities meet its standards.
Greenlite’s focus is not on chasing every property. The focus is on selectivity, operating experience, local relationships, and a disciplined plan.
In this short update, Jonathan Lewis, CEO of Greenlite Holdings, explains how Greenlite thinks about today’s market and why discipline matters right now.
If Greenlite’s strategy aligns with your investment objectives, please review the offering materials and, if it makes sense for you, proceed through the investment process on the offering page.
No specific acquisition, listing, liquidity event, or investment outcome is guaranteed.
Offering Circular
DISCLAIMER
THE [OFFERING MATERIALS] MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY'S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS "ESTIMATE," "PROJECT," "BELIEVE," "ANTICIPATE," "INTEND," "EXPECT" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS, THESE STATEMENTS REFLECT MANAGEMENT'S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY'S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS.
AN OFFERING STATEMENT REGARDING THIS OFFERING HAS BEEN FILED WITH THE SEC. THE SEC HAS QUALIFIED THAT OFFERING STATEMENT, WHICH ONLY MEANS THAT THE COMPANY MAY MAKE SALES OF THE SECURITIES DESCRIBED BY THE OFFERING STATEMENT. IT DOES NOT MEAN THAT THE SEC HAS APPROVED, PASSED UPON THE MERITS OR PASSED UPON THE ACCURACY OR COMPLETENESS OF THE INFORMATION IN THE OFFERING STATEMENT. YOU MAY OBTAIN A COPY OF THE OFFERING CIRCULAR THAT IS PART OF THAT OFFERING STATEMENT FROM:
https://www.
SAFE HARBOR STATEMENT
Matters discussed in this website contain forward-looking statements. When used in this update, the words "anticipate," "believe," "estimate," "may," "intend," "expect" and similar expressions identify such forward-looking statements. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of the Company and are subject to a number of risks and uncertainties. These include, but are not limited to, risks and uncertainties associated with our history of losses and our need to raise additional financing, the acceptance of our products and technology in the marketplace, our ability to demonstrate the commercial viability of our products and technology and our need to increase the size of our organization. Further information on the Company's risk factors is contained in the Company's Private Offering Memorandum. The Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason except as may be required under applicable law.
Greenlite Holdings, LLC (Reg A+) Manhattan Street Capital is compensated by Greenlite Holdings, LLC for project management $10,000 per month, listing the offering of the issuer’s securities $5,000 per month (charged as one payment for multiple offerings), and technology administration $25 per investment by individuals, $100 per investment for IRAs, Trusts or by US companies, LLCs or LPs, and $5000 per investment for professional investment entities. Payment is made in cash and a matching warrant. MSC might earn up to an estimated maximum amount of $2,250,000 on this offering.
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