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Moody National REIT II Subject of Mini Tender Offer- Secondary Market Pricing Suggests Investors Have Substantial Losses

Investors in Moody National REIT II (sometimes referred to below as “Moody REIT II”) may have FINRA arbitration claims, if their investment was recommended by a financial advisor who lacked a reasonable basis for the recommendation, or if the nature of the investment was misrepresented by the stockbroker or advisor.


In August 2023, an Israel-based investment fund has reportedly extended an offer to purchase up to 675,000 shares of Class A common stock and up to 25,000 shares of Class T common stock of the company at a price of $10.86 per share. Moody REIT II officially estimated that its net asset value (NAV) per share is $19.45 as of December 31, 2022.  In October 2023, another tender offer for $11.57 a share was announced.

Shares of Moody REIT II were originally offered to public investors by brokers for $25 per share, but shares have reportedly sold in 2023 for as low as $6.60 per share in the limited secondary market.    In April 2020, Moody REIT II reportedly terminated its IPO and suspended its offering, distributions, and share repurchase program.  By anyone’s calculation, it appears that investors in Moody REIT II have incurred losses of principal.

Moody REIT II, a non-traded REIT, has a portfolio of 15 hotels.  Its sponsor, Moody National Companies is a full-service commercial real estate firm that describes itself as focused on “investment opportunities that offer long-term asset preservation as well as stable and predictable cash flows”.   .

 Non-traded REITs pose many risks that are often not readily apparent to retail investors, or adequately explained by the financial advisors and stockbrokers who recommend these complex investments.  One significant risk associated with non-traded REITs has to do with their high up-front commissions, typically between 7-10%.  In addition to high commissions, non-traded REITs generally charge investors for certain due diligence and administrative fees, ranging anywhere from 1-3%.

Furthermore, non-traded REITs are generally illiquid investments.  Unlike traditional stocks and mutual funds, non-traded REITs do not trade on a national securities exchange.  Many uninitiated investors in non-traded REITs have come to learn too late that their ability to exit their investment position is limited.  Typically, investors in non-traded REITs can only exit their investment through redemption directly with the sponsor on a limited basis, and often at a disadvantageous price, or through sales in a limited secondary market.  As in this case, third party tender offers may also offer liquidity, but at a price that may or may not reflect the shares’ fair value.

Stockbrokers and financial advisors who sell non-traded REITs and other non-conventional investments have an obligation to recommend these investments only when they have a reasonable basis to recommend them to an individual customer.  Advisors also may not sell non-traded REITs or other investments via a misleading sales presentation that omits to disclose material risks.

Investors with questions about claims against a stockbroker or investment advisor concerning Moody REIT II or other non-traded REITs or non-conventional investments may contact Law Office of Christopher J. Gray, P.C. at (866) 966-9598 or via email at for a no-cost, confidential consultation. Attorneys at the firm are admitted in New York, Wisconsin and various federal courts around the country, and handle cases nationwide (in cooperation with attorneys located in those states if required by applicable rules).

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