A clear, visually structured EB-5 preferred equity opportunity in a 434-acre resort in Rural Upstate New York – designed to present key terms and the investment process with clarity.
Preferred Equity (Employment-Based Fifth Preference “EB-5”)
A destination resort in Rural Upstate New York, USA
Rural Targeted Employment Area (“Rural TEA”) - qualifies for the $800,000 minimum investment and priority processing
$51,200,000 — EB-5 capital to fund the Property Improvement Plan (“PIP”)
64 investors — 64 units at $800,000 per investor
$800,000 per investor (Rural TEA)
$80,000 per unit - one-time, non-refundable
Targeted exit following full deployment of EB-5 funds: five (5) years, with up to one (1) additional year extension, with an expected exit via refinancing and/or sale, subject to applicable compliance requirements and prevailing market conditions.
An overview of the EB-5 investment process - from subscription and funding through the sustainment period and the potential return of capital and final wind-down of the NCE.
Subscribe to the Villa Roma EB-5 offering by completing the subscription package and making the required $800,000 capital contribution to the New Commercial Enterprise (“NCE”) limited partnership.
The NCE deploys EB-5 proceeds as a preferred equity investment in the Job Creating Entity (“JCE”) to fund the Villa Roma Resort Property Improvement Plan (PIP).
The JCE executes the PIP and operates the Resort, supporting the required EB-5 job creation (as projected by the Project economist).
Following the Target Exit Window—generally a five (5) year hold after full deployment of EB-5 funds, with up to one (1) additional year— the NCE expects (but does not guarantee) to return invested capital from distributions or redemption proceeds received from the JCE, subject to EB-5 compliance requirements and market conditions.
EB-5 investors will be admitted as Limited Partners upon making their Capital Contributions to Fay Villa Roma Phase 1 Development, LP, a Delaware limited partnership and the New Commercial Enterprise (the “Partnership” or “NCE”). The NCE is sponsored by EB5 United Northeast Regional Center, LLC* (“RC”), a USCIS EB-5 designated Regional Center.
The NCE will hold each investor’s capital contributions in a dedicated account subject to oversight by JTC USA Holdings Inc. ("JTC"), an independent and unaffiliated fund administrator (the "Fund Administrator"). The Fund Administrator will monitor, track, and verify the movement of funds in accordance with applicable EB-5 requirements. Upon satisfaction of the applicable release conditions, the NCE will deploy the EB-5 capital by making a preferred equity investment in Fay Hospitality Catskills, LLC (the “JCE”), the owner of the Villa Roma Resort & Conference Center located at 356 Villa Roma Road, Callicoon, New York 12723 (the “Project”). The JCE will use the investment proceeds to fund the Project’s property improvement plan, including construction, renovations, and other capital improvements designed to modernize and expand the resort’s accommodations, amenities, and conference facilities, thereby supporting the requisite job creation under the EB-5 Program.
EB-5 investors make an equity investment in the New Commercial Enterprise (“NCE”). The NCE intends to invest the EB-5 proceeds in the Job Creating Entity (“JCE”) as preferred equity to fund the construction, renovations, and other improvements comprising the Villa Roma Resort project (the “Project”).
The Project is structured with a target investment hold period of approximately five (5) years following the final deployment of EB-5 capital, which period may be extended for up to one (1) additional year based on EB-5 compliance requirements and prevailing market conditions (the “Target Exit Window”).
The JCE is expected to redeem the NCE’s preferred equity interest using available cash proceeds generated from one or more of the following sources:
Operating cash flow (after payment of operating expenses, reserves, and debt service)
Refinancing of the Project
Sale of the Project (in whole or in part) and/or its assets
Distribution Waterfall (Summary)
Distributions of available cash proceeds to the NCE are expected to be made in accordance with the applicable governing documents and generally follow this order of priority:
Payment of JCE operating expenses, required reserves, and all senior and subordinate debt obligations
Return of unreturned capital contributions to the NCE (on a pari passu basis, as applicable)
Payment of any declared but unpaid preferred return (if any)
Distribution of remaining proceeds, if any, to common equity holders
Important Considerations
The NCE’s ability to return capital to investors depends on the timing and amount of distributions or redemption proceeds received from the JCE, continued compliance with applicable laws and EB-5 requirements (as confirmed with EB-5 immigration counsel), and market conditions. No return of capital is guaranteed.
Following the Target Exit Window, the NCE may, but is not obligated to, seek to return any remaining unreturned investor capital and an expected return of 0.50% per annum, subject to the terms of the offering documents, EB-5 compliance requirements (including “at risk” considerations), and the availability of funds.
All information contained in this website, as well as any documentation, and/or references herein, shall not constitute an offer to sell or a solicitation of an offer to buy any interest in any security or any security derivative products of any kind, or any type of trading or investment advice, recommendation, or strategy. No offer to sell or solicitation of an offer to buy an interest in any security or other such product may be made to a prospective subscriber (i) until a copy of the applicable subscription materials have been provided to and reviewed by such prospective subscriber, which must be completed and returned in accordance with the terms thereof, (ii) unless made exclusively outside the United States to a prospective subscriber who is a non-U.S. citizen or non-U.S. permanent resident in accordance with Regulation S of the Securities Act of 1933, as amended (the “Securities Act”), or otherwise made in reliance on the exemption provided by Regulation D of the Securities Act; and (iii) in any jurisdiction in which such offer or solicitation is unlawful. Any representations to the contrary are unlawful. We make no guarantee or representation with respect to the performance of any investment, the specific rate of return on any investment nor the return of capital.
Prospective Investors Are Not To Construe The Contents Of This Website Or Any Documentation, Or Any Prior Or Subsequent Communication From The Nce Or Affilate Entity Or Their Professionals Associated With This Offering As Legal Or Tax Advice. Each Prospective Investor Should Consult With His Or Her Own Personal Attorney, Accountant And Other Advisors, At His Or Her Own Expense, As To The Legal, Tax, Economic And Other Consequences And Risks Of An Investment In The Units And The Suitability Of Such Investment For Him/Her.