INDEPENDENT VERDICT
REA CAPITAL III LTD is a newly formed 2026 Ohio issuer controlled in the SEC filing by Justin Randall Spillers, but the most important research story is not simply its $50 million target. It is the rapid evolution of a three-entity filing sequence tied to the same Piqua address and Spillers name. The original REA Capital Ltd filed in November 2024 for a $10 million equity offering under Rule 506(b), reported no first sale, no investors and a $10,000 minimum. REA Capital II Ltd followed in March 2025 with another $10 million offering, this time switching to Rule 506(c) and increasing the minimum investment to $50,000. REA CAPITAL III LTD then appeared on September 14, 2026 with a much larger $50 million Rule 506(c) offering, the same $50,000 minimum, no completed first sale, $0 sold and zero investors. The sequence shows a fivefold increase in target size from Fund II to Fund III without any fundraising history disclosed in the Fund III filing itself. That does not make the offering invalid, but it makes the historical performance and capitalization of REA I and II especially important to verify before interpreting the $50 million target as evidence of platform scale.
THE MOST IMPORTANT WEBSITE FINDING IS THAT THE OBVIOUS REA CAPITAL SITE DOES NOT MATCH THE SEC ISSUER
A third-party Form D database associates REA CAPITAL III LTD with reacapitalinc.com, but FilingDossier would not treat that domain as the verified official website of this issuer. The mismatch is substantial. The SEC filing for REA CAPITAL III identifies Justin Randall Spillers, a Piqua, Ohio address at 1268 E. Ash Street, Suite 108, and telephone 419-305-3732. ReaCapitalInc.com instead identifies Joseph Rea as Founder and CEO, publishes a Charlotte, North Carolina headquarters at 1218 E 35th Street, uses telephone 980-229-1051, and describes a multifamily real estate platform claiming $4.4 billion of AUM, $1.2 billion of funds raised and more than 14,000 investors. Its public team page names Joseph Rea and Tony D'Angelo rather than Justin Spillers. Those differences are too material to bridge merely because both use the name "REA Capital." Unless REA CAPITAL III or Rea Capital Inc publishes a corporate relationship tying Spillers, the Piqua entities and Joseph Rea's Charlotte platform together, the two should be treated as separate or at least unconfirmed identities.
THE THREE SEC FILINGS SHOW A DISTINCT CHANGE IN HOW CAPITAL IS BEING SOUGHT
The first Piqua issuer, REA Capital Ltd, was organized in 2024 and filed a $10 million Rule 506(b) equity offering with a $10,000 minimum, no first sale and zero investors. REA Capital II Ltd, organized in 2025, kept the offering target at $10 million but changed to Rule 506(c) and raised the minimum to $50,000. Fund III keeps Rule 506(c) and the $50,000 minimum but expands the target to $50 million and says the offering is intended to last more than one year, whereas Fund II said its offering would not. None of these vehicles is classified as a pooled investment fund, private equity fund, venture fund or real estate fund; all use the generic "Other" industry classification and offer direct equity securities. No 3(c)(1) or 3(c)(7) private-fund exclusion appears in the filings. This is not a conventional flagship-fund progression where Form D identifies a GP, adviser and pooled investment interests. Investors therefore need to determine what shares or membership interests are actually being purchased, what operating assets each REA entity owns, and whether REA I, II and III are separate operating companies, parallel investment vehicles or successive fundraising entities around the same business.
THE NEW FILING ALSO CONTAINS A SMALL BUT CONCRETE DATA QUALITY ISSUE
REA CAPITAL III's issuer-address field lists Piqua with ZIP code 45256, while the related-person section for Justin Randall Spillers gives the same street address with ZIP code 45356. Earlier REA Capital Ltd and REA Capital II records also use 45356 for the Piqua address, and third-party business records for the original REA Capital Ltd reproduce 1268 East Ash Street, Suite 108, Piqua, Ohio 45356 together with the same 419-305-3732 telephone number. That strongly suggests the 45256 entry in the Fund III issuer field may be a filing typo rather than evidence of a second location, but FilingDossier would preserve the discrepancy rather than silently correcting the SEC record. More important than the ZIP issue is the absence of disclosed sales infrastructure: Fund III reports no broker-dealer, no placement agent, $0 sales commissions and $0 finder's fees despite choosing Rule 506(c), which permits general solicitation subject to accredited-investor verification requirements. Investors should ask how the offering is being marketed, who performs accreditation verification and whether any affiliated party receives compensation outside the specific Form D Item 15 fields.
FINAL ASSESSMENT
REA CAPITAL III is distinctive because the public evidence creates two very different pictures depending on whether the SEC record or a third-party website association is followed. The primary regulatory evidence supports a young Piqua-based series controlled by Justin Spillers: a $10 million Rule 506(b) issuer in 2024, a $10 million Rule 506(c) successor in 2025, and a new $50 million Rule 506(c) issuer in 2026. The more established Rea Capital Inc website describes a completely different management identity, location, telephone number and purported real estate scale, so its $4.4 billion AUM, $1.2 billion raised, 35-year history and multifamily portfolio should not be imported into REA CAPITAL III's profile without documentary proof. The most important missing evidence is therefore not another Form D number but the actual business behind the Piqua entities: audited or management financials, REA I and II use of proceeds, portfolio or operating assets, investor results, ownership structure and a verified issuer-controlled website. Until those are produced, the SEC supports the existence of the three offerings but does not support treating the Charlotte Rea Capital Inc track record as belonging to Justin Spillers or REA CAPITAL III.
SEC SNAPSHOT
Issuer: REA CAPITAL III LTD CIK: 0002154823 SEC Form: Form D Accession No.: 0002154823-26-000002 Filing Date: September 14, 2026 Year Organized: 2026 Jurisdiction: Ohio Entity Type: Limited Liability Company Issuer Address as Filed: 1268 E. Ash St., Suite 108, Piqua, OH 45256 Related-Person Address as Filed: 1268 E. Ash St., Suite 108, Piqua, OH 45356 Telephone: 419-305-3732 Related Person: Justin Randall Spillers Role: Executive Officer Signer: Justin Spillers Signer Title: Member & Manager Industry Classification: Other Offering Exemption: Rule 506(c) Security Type: Equity Investment Company Act Exclusion: None claimed Total Offering Amount: $50,000,000 Amount Sold: $0 Remaining: $50,000,000 First Sale: Yet to occur Investors: 0 Minimum Investment: $50,000 Offering Expected Over One Year: Yes Sales Commissions: $0 Finder's Fees: $0 Item 16 Related-Person Payments: $0 Broker Dealer: None identified
HISTORICAL REA FILING SEQUENCE
Issuer: REA Capital Ltd CIK: 0002045915 Year Organized: 2024 Offering Amount: $10,000,000 Amount Sold at Initial Filing: $0 Minimum Investment: $10,000 Offering Exemption: Rule 506(b) First Sale: Yet to occur Related Person: Justin Spillers Address: 1268 East Ash Street, Suite 108, Piqua, OH 45356
Issuer: REA Capital II Ltd CIK: 0002063080 Year Organized: 2025 Offering Amount: $10,000,000 Amount Sold at Initial Filing: $0 Minimum Investment: $50,000 Offering Exemption: Rule 506(c) First Sale: Yet to occur Related Person: Justin Spillers Address: 1268 E Ash St., Suite 108, Piqua, OH 45356
Issuer: REA CAPITAL III LTD CIK: 0002154823 Year Organized: 2026 Offering Amount: $50,000,000 Amount Sold at Initial Filing: $0 Minimum Investment: $50,000 Offering Exemption: Rule 506(c) First Sale: Yet to occur Related Person: Justin Randall Spillers Address: 1268 E. Ash St., Suite 108, Piqua, Ohio
WEBSITE / ENTITY PENETRATION
REA CAPITAL III SEC issuer confirmed: YES Justin Randall Spillers relationship confirmed: YES Piqua address confirmed: YES 419-305-3732 phone continuity across REA filing series: YES REA Capital Ltd predecessor-style entity confirmed: YES REA Capital II Ltd confirmed: YES REA I / II / III common Justin Spillers relationship: YES REA I / II / III common Piqua address pattern: YES Dedicated official REA CAPITAL III website independently confirmed: NO reacapitalinc.com associated by a third-party Form D database: YES reacapitalinc.com management identity matches Justin Spillers: NO reacapitalinc.com headquarters matches Piqua SEC address: NO reacapitalinc.com phone matches SEC issuer phone: NO Joseph Rea relationship to Justin Spillers confirmed: NO Joseph Rea relationship to REA CAPITAL III confirmed: NO Rea Capital Inc claimed $4.4B AUM attributable to REA CAPITAL III: NO Rea Capital Inc claimed $1.2B fundraising attributable to REA CAPITAL III: NO REA CAPITAL III portfolio publicly confirmed: NO Investment adviser / CRD / 801 relationship confirmed: NO Auditor confirmed: NO Administrator confirmed: NO Custodian confirmed: NO Fund counsel confirmed: NO
CORE INVESTOR QUESTIONS
What operating business or assets does REA CAPITAL III LTD own Why did the target offering increase from $10 million in REA Capital II to $50 million in REA Capital III Did REA Capital Ltd complete any portion of its original $10 million offering after the initial Form D Did REA Capital II complete any portion of its $10 million offering What happened to capital, if any, raised by REA I and REA II Are REA I, REA II and REA III legally or economically connected beyond Justin Spillers and the common address Do investors in REA III receive equity directly in the operating LLC What is the capitalization table before and after a full $50 million raise What is the intended use of the $50 million Why is the issuer classified as "Other" instead of a pooled fund, real estate company or another more specific category Is reacapitalinc.com affiliated with Justin Spillers or the Piqua entities If so, where is that relationship documented If not, why has a third-party filing database associated that website with REA CAPITAL III Who performs Rule 506(c) accredited-investor verification How is the offering marketed without a disclosed broker-dealer or placement agent What financial statements, valuation materials and historical investor results are available Why does the issuer-address field use ZIP 45256 while the related-person field and earlier filings use 45356
PRIMARY EVIDENCE REVIEWED
SEC Form D for REA CAPITAL III LTD filed September 14, 2026. SEC Form D for REA Capital II Ltd filed March 2025. SEC Form D for REA Capital Ltd filed November 22, 2024. SEC filing history tying Justin Spillers to the three Piqua REA entities. Public business-record data for REA Capital Ltd at 1268 East Ash Street, Piqua, Ohio. Rea Capital Inc official website. Rea Capital Inc official Overview page. Rea Capital Inc official Team page. Rea Capital Inc official Contact page. Third-party Form D database association between REA CAPITAL III LTD and reacapitalinc.com, used only as an identity lead and not as proof of affiliation.
IMPORTANT FORM D NOTICE
The SEC filings confirm the existence and offering disclosures of REA Capital Ltd, REA Capital II Ltd and REA CAPITAL III LTD, but they do not establish that these entities are affiliated with the Charlotte-based Rea Capital Inc website or with Joseph Rea. The website's claims regarding AUM, investor count, fundraising history and real estate portfolio should therefore not be attributed to REA CAPITAL III without primary-source evidence connecting the organizations. A Form D and CIK identify an exempt securities filing; they are not SEC approval, endorsement or verification of the issuer's investment claims.