A $3.5 million development, a new Houston landmark and one of the city’s most unique community gathering places
27,000 square foot indoor food and retail market with a rotation of over 50 small local beverage, food and retail tenants. Upstairs anchored by a wine bar, and downstairs home to local artisan grocery vendors.
37,000 square foot outdoor family park, beer garden (100 beers on tap) and performance stage, and dog park bar.
Curated selection of independent producers and retailers combine for an authentic, local shopping and dining experience modeled after cultural hubs found around the world (Chelsea Market in New York City, Borough Market in London, St. Lawrence Market in Toronto, Queen Victoria Market in Melbourne).
First year revenues anticipated to exceed $3.7 million, increasing to over $4.4 million by Year 5.
Surrounded by the Heights and Spring Branch communities, including over 1,000 new homes developed in the past 6 years, the market will fill a significant need for great food and drink, grocery, and family recreation options in the area.
Founded by the dynamic team behind innovative and growing concepts Prohibition Supper Club and Theater, Conservatory Food Hall & Underground Beer Garden, and Bravery Chef Hall.
Conservatory Food Hall, Houston’s first food hall, opened and became immediately profitable in its first month. Its tenants have also grown quickly, with monthly revenues for each concept averaging $45,000-65,000.
Railway Heights, LP
Type of Offering
Parallel Offering (Reg CF & Reg D)
NextSeed Securities, LLC
|Min Individual Investment|
|Raised to date|
$183,400 (under Regulation Crowdfunding)
$91,900 (under Regulation D)
|Type of Securities|
Revenue Sharing Note
Up to 2.0x
|Revenue Sharing Percentage|
Up to 20%
If the final offering amount raised is less than or equal to $1,500,000, then 12% of monthly gross revenue will be shared.
If the final offering amount raised is greater than $1,500,000, then 20% of monthly gross revenue will be shared.
|Security Interest||Blanket Lien on all assets of the business|
|Ownership % Represented by Securities|
0% Investors will not receive any equity interests in the Issuer or any voting or management rights with respect to the Issuer as a result of an investment in Securities.
|Early Payment Provision|
If the Revenue Sharing Notes are paid in full at least 36 months or more prior to Maturity, the Investment Multiple will be reduced to 1.65x.
|View the Issuer's SEC Form C filing|
Funds raised up to $1 million will be used toward: architectural design, construction materials, construction of the market and commissary kitchen, mechanical, electrical and plumbing, finishes elevators and modular stalls for the upstairs market.
Funds raised up to $2.57 million will be used toward: architectural design, construction materials, construction of the market and commissary kitchen, mechanical, electrical and plumbing, finishes elevators, modular stalls for the upstairs, equipment purchases, furniture, fixtures and decorations, the POS system and signage.
Railway Heights Market ("RHM") is aiming to create a true landmark for the city of Houston. With over 60,000 square feet of indoor and outdoor space, Railway Heights Market will be comprised of a large market with local vendors, an outdoor beer garden, dog park and family park.
With over 50 additional concepts operating in the market, each tenant will pay a base rent and a percent of sales to RHM. The unique model allows the core team to focus on its strengths in concept curation, vendor management and development, while giving each of the tenants the opportunity to focus on their growth.
Tenants will include 20 rotating eateries with cuisines spanning the globe, an additional 8 “hawker stalls” (with micro-term leases not exceeding 3 months) featuring a constantly changing assortment of street food, as well as another 20 rotating retail shops. Collectively, these vendors will represent a diverse collection of Houston’s brightest creators and independent retailers, and the consistent rotation of concepts will provide ample opportunity for everyone.
Some exciting first tenants will include:
The first floor of the 27,000 sq ft facility will be anchored by artisanal grocery and coffee roastery featuring some of the highest quality produce, butchers, cheesemongers, and bakers in Houston - bringing direct, farm-to-market food options to an underdeveloped part of the city.
Directly outside the glass-walled building is a 10,000 square foot beer garden supplying 100 different beers on tap and a stage to host musical acts. On the main lawn outside the primary entrance will be a 5,000 square foot dog park with its own separate cocktail bar for visitors, as well as peanut-butter-on-tap for their furry friends. The backside of the dog park bar will connect to a 22,000 square foot family park - a versatile venue for events and community gatherings.
Watch co-founder Anh Mai as he explains the concept in detail:
While the market will serve as a regional destination for the city and beyond, the more immediate vicinity is also in need of what Railway Heights Market will offer. Over 1,000 new homes and town homes have been developed in the neighborhood in just the past few years, and local residents are now completely underserved by a lack of restaurants, grocery stores, and entertainment.
Anh Mai and Lian Nguyen founded Company of Nomads, a restaurant and entertainment group with a track record of bringing new concepts to life. With Prohibition Theatre (4.5 stars on Google), the group launched an alternative theater and dinner experience that earned national acclaim. In 2016, Houston’s first food hall was brought to life with Conservatory Underground Beer Garden & Food Hall (4.6 stars on Google, 1477 reviews). Then, continuing to stay ahead of the curve, the group opened Bravery Chef Hall in July 2019, a cluster of chef-driven concepts that brings an elevated dining experience to the booming food hall market.
With Railway Heights, the team is creating the new go-to destination for Houstonians and visitors alike to enjoy a truly authentic Houston experience.
Railway Heights Market will be made up of over 50 vendors, offering the neighboring community access to quality food and drink, products, and recreation options throughout the week.
Tenants at Railway Heights Market will pay a reasonable base rent plus a percentage of sales. For each tenant, this will cover almost all occupancy expenses including utilities, cleaning of the shared premises and spaces, repairs, internet, etc. The simplified structure makes it easy and attractive for new tenants, while also allowing Railway Heights Market to scale its costs and streamline operations across the site.
The on-site grocery store and general store concept will be the only business fully owned and operated by Railway Heights Market. All revenues generated from this store will contribute towards the returns paid to investors.
The on-site grocery store will open in the early morning to the evenings, the main market will be open during lunch and dinner and the bar will open mid-day and continue to stay open later into the evening. The team also plans to hold special events in the outdoor spaces on the weekends with a bustling farmers market to accompany it, leading to an increase in the organic traffic brought to the location.
In response to a high level of interest in Railway Heights Market since the project was announced (July 2018), the team has been carefully interviewing dozens of candidates and anticipates a wait list nearly six months in advance. The constant maintenance of that list will allow for a consistently high occupancy rate.
Emphasis will be given to smaller, independent and fresh businesses and concepts in need of a supportive platform to take off — a model that has worked well for Mai and Nguyen in their previous projects. The market will become an incubator that provides resources, backing, and assistance in the form of marketing, human resources, and software support. Given the curation of the various spaces, no two businesses will directly compete, allowing them each to individually flourish.
THE FIRST FLOOR
Ten Market Stalls: Concepts will include bakers, butchers, fishmongers, cheese mongers and more. The tenants of the market stalls will pay base rent plus a percentage of sales generated.
General Store (RHM owned and operated): A catch-all general store section will sell convenient items such as toothpaste, shampoo, and the like. The grocery component will also buy excess produce from the weekly farmers market and from some of the market stall suppliers. The featured selection of “ugly produce” and a zero-waste bulk goods section will offer shoppers an easy way to reduce the environmental impact of their purchases.
Coffee Shop & Roastery (operating partner identified): Roasting fresh coffee beans daily and serving the best coffee beans from all over the world.
THE SECOND FLOOR
Twenty Food Concepts: A food hall-style array of 20 diverse eatery options. Each will occupy its own small modular footprint within the space, signing a renewable one-year to three-year lease with a base rent commitment plus a percent of sales. If a vendor is looking to grow into a bigger space, the flexible layout within Railway allows for adjacent spaces to be merged into one.
Eight Hawker Stalls: Fully built “hawker stalls” will feature pop-up chefs and brand-new food concepts. The stalls will be available for lease in three-month increments to keep the market constantly refreshed. Hawker stalls will share a higher percentage of net sales with no base rent. Hawkers can renew their lease upon exceeding a certain sales threshold.
Twenty Retail Concepts: Independent sellers of goods such as vintage clothing, handmade gifts, jewelry, crafts, and more. Retail vendors will have more flexible lease terms of 3, 6, and 12 months with base rent plus a percentage of sales.
“Puncheon” Wine Bar: The central anchor upstairs, the wine bar will be operated by entrepreneur Shepard Ross (partner at Pax Americana, Brooklyn Athletic Club, Bravery Chef Hall). Wine bottles will be available for purchase under an off-premises license for consumption to go, great for one of the market’s many outdoor spaces. An advanced wine-on-tap system will offer access to a greater sampling of options while reducing inventory spoilage costs.
“Let Us” Salad Bar: The salad bar will offer salad boxes that can be purchased from a vending machine (cutting down on labor costs) and then filled from the plentiful healthy options on offer, including greens grown onsite in hydroponic freight container farms. This first container will be used as a pilot with plans to expand the program to include more growers and containers in the future.
“Watever’s Fresh”: A variety of cafeteria-style prepared healthy foods made from fresh produce from local farmers. Watever’s Fresh will cater to a variety of diets including vegetarian, vegan, paleo and keto diets. Watever’s Fresh will be open during lunch and dinner hours when locals in the neighboring area are looking for a quick and healthy alternative to complement a busy lifestyle.
“Rhizome” Beer Garden: The 13,000 square foot beer garden will feature over 100 local, domestic, and imported beers and beer-centric cocktails — like shandy — that can be found on tap. A shipping container will be used in the beer garden to complement the surrounding areas industrial feel, while also reducing material costs. Currently the General Manager at Conservatory’s Beer Garden, Ivan Silva will move over to Railway Heights Market after opening.
SitBar Dog Park Bar: The first-of-its-kind in Houston, the membership-based dog park will offer a connected bar with a selection of liquor, alcoholic cocktail pouches, and non-alcoholic juice pouches for kids. The park will also offer peanut butter on tap for pets - an exciting game changer!
Family Park: The family park will be a 22,000 square foot amenity meant for visitors of all-ages, offering space for picnics and relaxation. The Railway team will also manage the programming at the park (events, classes, parties, private reservations, and more), attracting more visitors to Railway Heights Market.
Railway Heights Market (8200 Washington Ave, Houston, TX 77007) will be located in a new mixed-use development along the busy Washington Avenue corridor, just north of I-10 and inside the 610 loop.
This location remains one of the few affordable plots left for development inside what’s regionally recognized as central Houston. Railway Heights will be a mere 10-minute drive from the densest part of the city, with an average household income exceeding $110k and a median home value of $366k. Both are well above the national averages.
Part of that density is owed to the over 1,000 new luxury housing developments that have been developed just minutes away – including David Weekley Homes at Reserve at Washington, Hines Somerset Green, and Intown Homes at Cottage Grove Lakes and Timbergrove Heights. Also in close proximity are affluent communities of single-family homes like Cottage Grove, Timbergrove, Lazybrook, Heights, Spring Branch and Rice Military.
The location not only makes Railway Heights Market easily accessible for large numbers of its target audience, but also give the residents of these neighborhoods an exceptional and innovative entertainment option filled with exciting new local brands and companies open to them all day long, seven days a week.
Other facets of the mixed-use development
Railway Heights Market will be part of a larger mixed-use development. While these components are external to this investment, they offer complementary services and traffic that can benefit the market.
Separate from the Railway Heights Market project but within the same complex, the developer plans to build a 600-car parking structure. Visitors are encouraged to flow from the garage down a path to the nexus of the action before entering any one of the specific areas of the market. Doing so increases the visibility of every part of the market and encourages visitors not to miss a single bit.
In a future stage of development, the developer also plans to build 500 container apartments. These micro apartments will be 500 square feet or smaller, offering studio living that is affordable and accessible in an exciting and creative space. Tenants in these apartments are expected to be a consistent and constant customer base for all the concepts in Railway Heights.
Additional Retail Space:
The remaining space on the first floor of the Railway Heights Market building will be 15,000 sq ft of mixed retail space. This space is expected to supply a steady flow of daily clients and visitors to the market.
Anh grew up in Dickinson, TX just outside of Houston. A graduate of the University of Houston with a degree in business, Anh co-founded Prohibition Supper Club in The Galleria in 2012. Along with his business partner Lian Nguyen, Anh opened Terrible Enfants Theatre Co. in 2015, specializing in immersive and alternative theatre. The duo opened Conservatory Underground Beer Garden and Food Hall in 2016, the first food hall in Houston, and Bravery Chef Hall, a first-of-its-kind chef-driven food hall. Anh specializes in developing and launching unique concepts and creating the space and infrastructure for continued growth.
Lian's passion for innovative theatre programming brought Prohibition Supper Club to life in 2012. Along with her business partner Anh, they built a strong following in the Galleria before migrating the concept into downtown Houston. After making additional investments in the downtown Prohibition space, they launched Houston's first food hall with Conservatory Underground Beer Garden and Food Hall. Conservatory has curated an exciting and innovative group of food concepts since its launch in 2016. Lian and partner Anh’s latest concept is Bravery Chef Hall, a chef-driven food hall located in Aris Market Square across from Market Square Park.
BONUS REWARD DETAILS
Free Beer for One Year: Receive one free beer per day for the first year of opening! (only for investors of legal drinking age)
SitBar Dog Park Membership: An all-access premium membership card to SitBar dog park and bar for one year
Name on the Founders Wall: Have your name or a dedication added to the Founders Wall at Railway Heights Market
Investor Party Invitation: An invitation for 2 to the pre-opening Railway Heights Market investor party. To include a sip & stroll walk-through tour, food sampling, plus a concert in the park
Free Event Reservation at the Park + $100 Beverage Credit: Reserve a family or social event at the park for up to 4 hours, plus $100 credit for beverages at the bar
Railway Heights Gold Card: 10% discount card to be applied at the wine or beer garden for one full year
Railway Heights Black Card: 20% discount card to be applied at the wine or beer garden for one full year
$1,000 Credit to Use Throughout Railway Heights Market: Enjoy for the first year
VIP NextSeed Investor Designated Parking Spot: Prime parking location
Major Investor Name Engraving (Upstairs Balcony or Outdoor Stage)
Major Investor Naming Rights (Outdoor Courtyard): Limit 1
Charity Event of Your Choice at Railway Heights Market: Takeover of the entire venue for an evening with the RHM team producing your event
Bonus rewards are offered by the Issuer purely on a voluntary basis and do not influence the terms of the Offering. For the avoidance of doubt, the bonus rewards are not contractual conditions governed by the Note Purchase Agreement and are not enforceable under the Note Purchase Agreement.
Note Purchase Agreement
Revenue Sharing Summary - Railway Heights Market
Vendor Sublease Template
How do Revenue Sharing Notes work?
See our infographic in the Documents section for a detailed explanation.
1The investment multiple may be reduced if the investment is repaid early. Review the early payment provisions outlined in the Disclosure Statement found here.
2If the final offering amount raised is less than or equal to $1,500,000, then 12.0% of monthly gross revenue will be shared. If the final offering amount raised is greater than $1,500,000, then 20.0% of monthly gross revenue will be shared.
3The term of the note begins after the first full month following closing. Payments on the note begin after the first full month the business is open and operating. Payments end when the business pays you back your total payment, or upon the maturity date, whichever is earlier. If any amount remains owed to investors on the maturity date, the Issuer will be required to promptly pay the entire outstanding amount owed. The exact length of time that it will take the Issuer to pay each investor in full cannot be known in advance since the Issuer's actual revenues may differ from its projected revenues.
4This offering has a minimum investment amount of $100.
5There is no guarantee that the Issuer will ever produce revenues, or that such revenues will be sufficient to repay the note in full prior to the maturity date. Investors risk losing part or all of their investment. Please review a full discussion of the offering’s risk factors in the Disclosure Statement found here.
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