Neighborly Infrastructure Opportunity Fund (“NIOF”) is qualifying as a “Qualified Opportunity Fund” (“QOF”) for investment in certain projects, which are intended to qualify as “Qualified Opportunity Zone Businesses” (“QOZB”), as such terms are used in Section 1400Z-2 of the Internal Revenue Code of 1986, as amended. Regulatory guidance is lacking regarding significant aspects of the “Qualified Opportunity Zone” regime, including some aspects about qualifying the NIOF as a QOF or a project as a QOZB. Additional regulatory guidance may impact the qualification of the NIOF as a QOF or a QOZB. The NIOF is in a structuring phase and there may be material changes to the structure and terms prior to any interests in the NIOF being offered. No representation, warranty or undertaking, express or implied, is given as to the accuracy or completeness of the information contained here, and no liability is accepted for the accuracy or completeness of any such information.
Guidance regarding the QOZ regime may be issued by the Internal Revenue Service or Treasury Department at any time. Following submission of a Subscription Agreement, a Subscriber will not have the right to withdraw such subscription or (unless otherwise agreed by the Manager in circumstances described in the Limited Liability Company Agreement) to withdraw from the Company in response to any such guidance, notwithstanding that such guidance may indicate that tax benefits described in Code Section 1400Z-2 will be unavailable to the Subscriber and notwithstanding that the Subscriber may not yet have received or paid for the Membership Interests for which such Subscriber subscribed. The following discussion is based on the Code, the Treasury Regulations promulgated thereunder, including temporary and proposed regulations, judicial decisions, current published administrative rulings of the Internal Revenue Service, and other applicable authority currently in effect as of March 29, 2019.
Any content about the NIOF is for accredited investors only, and is provided for informational purposes only; it is not legal, tax, investment or other advice. It contains forward looking statements that may not materialize or may vary depending on market and other conditions. This is not a recommendation, an offer to sell or a solicitation of an offer to purchase any securities. Any such offer or solicitation may be made only under a Subscription Agreement, which will contain material information not included here regarding, among other things, information with respect to risk factors and potential conflicts of interest, and other offering and governance documents of the NIOF (collectively with the Subscription Agreement, the “Offering Documents”). The information provided here is qualified in its entirety and limited by reference to such Offering Documents, in the event of any inconsistency between this article and the Offering Documents, the Offering Documents will control. In making an investment decision, you must rely on your own review of the Offering Documents and should consult with your own legal, tax or other professional advisor. No assurance can be given that investment objectives, targeted or projected returns will be achieved.