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HappyNest REIT, Inc. (the “Company”) has filed an Offering Statement on Form 1-A (“Offering Statement”) relating to the offering of its common stock (the “Offering”), with the U.S. Securities and Exchange Commission (“SEC”), which has been qualified by the SEC. The Offering Statement, including the Offering Circular included therein, is available here and may be accessed through the SEC’s website at www.sec.gov. The Offering Circular may also be obtained by contacting the Company at 132 East 43rd Street, Suite 441, New York, New York 10017 or (718) 384-0678.

The information provided herein does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, securities in any state or jurisdiction in which in which such offer, solicitation or sale would be unlawful under the securities laws of any such state or jurisdiction. No money or other consideration is being solicited in connection with the information provided herein, and if any is sent it will not be accepted. Any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given. The Offering is available only to “qualified purchasers” (as defined by Regulation A) located in all U.S. States and territories except for Arizona, North Carolina, North Dakota, and Washington. The Offering is also not open to investors located in the U.S. Virgin Islands.

Neither the SEC, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved the common stock of the Company, determined if the Offering Circular is truthful or complete or passed on or endorsed the merits of the Offering. Any representation to the contrary is a criminal offense.
Certain market and third-party information on this website have been collected from sources which the Company believes to be reliable, but such information has not been independently verified by the Company. Each recipient should conduct its own due diligence investigation in connection with a prospective investment.

Any investment in the Company will entail a high degree of risk. No investment in the securities should be made by any person who is not in a position to lose the entire amount of such investment.

IMPORTANT NOTICE REGARDING FORWARD-LOOKING STATEMENTS:

We make statements in this website that are forward-looking statements within the meaning of the federal securities laws. The words “believe,” “estimate,” “expect,” “anticipate,” “intend,” “plan,” “seek,” “may,” and similar expressions or statements regarding future periods are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause our actual results, performance or achievements, or industry results, to differ materially from any predictions of future results, performance or achievements that we express or imply in this website.

The forward-looking statements included in this website are based upon our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control.

These statements also involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results to be materially different from those expressed or implied by any forward-looking statement. Additionally, all forward-looking statements are subject to the risk factors detailed from time to time in the Company’s filings with the SEC, including without limitation, the Offering Circular. Because of these and other risks, uncertainties and assumptions, undue reliance should not be placed on these forward-looking statements. In addition, these statements speak only as of the date of hereof and, except as may be required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements for any reason. Before you decide whether or not to invest in the Company, you should read the Offering Circular, including the “Risk Factor” section, and other documents the Company has filed with the SEC for more complete information about the Company and any investment in the Company

*Logos are for presentational purposes only. Neither Vitellus LLC, the Company, nor their affiliates thereof are affiliated with, associated with, sponsored by or endorsed by the respective logo’s owner.

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