NEW YORK METRO REAL ESTATE

/ Leading the Way in New York Real Estate Investing

NEW YORK METRO REAL ESTATE

RXR Realty | New York Regional Office

We have no operating history and there is no assurance that we will achieve our investment objectives; the prior performance of our sponsors and their affiliated entities may not predict our future results.
No public market currently exists for our shares; therefore, it will be difficult to sell your shares. If you are able to sell your shares, you would likely have to sell them at a substantial loss.
This is a “blind pool” offering and you will not have an opportunity to evaluate the investments we make subsequent to the date you subscribe for shares.
We depend on our advisor and its affiliates, as well as our sub-advisor and its affiliates, to select our investments and conduct our operations. We will pay substantial fees and expenses to our advisor, sub-advisor and their affiliates which will reduce cash available for investment and distribution. These fees were not determined on an arm’s length basis. These fees increase your risk of loss.
Our investments may be adversely affected by economic cycles and risks inherent to the New York metropolitan area, especially New York City, and to risks inherent in geographic concentration.
We expect to acquire more than a majority of our investments through joint venture arrangements with RXR Value Added Fund III, an affiliate of RXR Realty. We may also enter into joint ventures or other co-ownership arrangements with other third parties. Such investments may involve risks not otherwise present with other investments.
We expect to use leverage in connection with our investments, which increases the risk of loss associated with our investments.
Our tenants may not be able to make lease payments and our borrowers may not be able to make debt service payments to us due to changes in economic conditions, regulatory requirements and other factors.
Our executive officers and other key investment professionals of our sponsors and their affiliates who perform services for us on behalf of our advisor and sub-advisor face conflicts of interest, including time constraints, allocation of investment opportunities and significant conflicts created by compensation arrangements with us and other affiliates of our sponsors.
There is no guarantee of distributions. Distributions have been paid and may continue to be paid from sources other than cash flow from operations, including offering proceeds, borrowings or sales of assets and distributions may exceed earnings which may reduce an investor’s overall return. We have not established a limit on the amount of proceeds we may use to fund distributions. If we pay distributions from sources other than our cash flow from operations, we will have less cash available for investments and your overall return may be reduced. There is no guarantee of any return and you may lose a part or all of your investment. Distributions to the Class T Shares will be reduced by the payment of the distribution fee.
If we only raise the minimum offering amount, or are unable to raise substantial funds, we will be limited in the number and type of investments we can make and the value of your investment in the offering will fluctuate with the performance of the specific assets we acquire.
Diversification does not eliminate risk and does not assure better performance.
We may change our targeted investments or investment policies without stockholder consent.
The offering prices of our Class A Shares, Class T Shares and Class I Shares were not established on an independent basis, therefore, the offering prices will not accurately represent the value of our assets, as they were arbitrarily determined, and the actual value of your investment may be substantially less.
Our charter does not require our board of directors to seek stockholder approval to liquidate our assets by a specified date, nor does our charter require our board of directors to list our shares for trading by a specified date.
If we fail to continue to qualify as a REIT for federal income tax purposes, our cash available for distribution and the value of our shares could materially decrease.
If we terminate our agreement with our advisor, we may be required to pay significant fees to an affiliate of our sponsors, which will reduce the cash available for distribution to you.
The other risks set forth in our prospectus and our filings with the Securities and Exchange Commission.

NorthStar Securities, LLC and their respective officers, directors, employees and affiliates are not undertaking to provide impartial investment advice or

to give advice in a fiduciary capacity in connection with NorthStar/RXR’s public offering. These entities and/or individuals may have financial interests

associated with the purchase of NorthStar/RXR’s common stock, as described in the NorthStar/RXR’s prospectus. Investors should consult their

financial advisors before making an investment decision.

This sales and advertising literature is neither an offer to sell nor a solicitation of an offer to buy securities. An offering is made only by the prospectus.

This literature must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering

of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with any offering. No

offering is made except by a prospectus filed with the Department of Law of the State of New York. Neither the Securities and Exchange Commission, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved of our common stock, determined if the prospectus is truthful or complete or passed on or endorsed the merits of this offering. Any representation to the contrary is a criminal offense.

Securities offered through NorthStar Securities, LLC, member FINRA/SIPC, an affiliate of and dealer manager for NorthStar/RXR. NorthStar Securities, LLC is doing business as NorthStar BD Securities, LLC (DE) in the following states: FL, GA, TX and WA.

Forward Looking Statements

This sales material includes forward-looking statements that can be identified by the use of words such as “will,” “may,” “should,” “intend,” “believe,” “expect,” “could,” “target,” or other comparable terminology. Statements concerning projections, future performance, cash flows and any other guidance on present or future periods constitute forward-looking statements. Forward-looking statements involve significant risks and uncertainties and you should not unduly rely on these statements. You should be aware that a number of important factors, including, but not limited to, the factors described in the Investment Risks below and in our filings with the Securities and Exchange Commission, could cause our actual results to differ materially from those in these forward-looking statements. The statements made herein are as of the date hereof and we undertake no obligation to update these statements except as may be required by applicable securities laws.

Investment Risks

Consider the following risks before making an investment in NorthStar/RXR New York Metro Real Estate, Inc. (NorthStar/RXR), structured as a public, non-traded real estate investment trust (REIT):

Investor Suitability

Investors in NorthStar/RXR must have net worth of at least $250,000, not including home, furnishings and personal automobile, or gross annual income of at least $70,000 and a net worth of at least $70,000. AL, CA, IA, KS, KY, MA, ME, MO, NE, NV, NJ, NM, ND, OH, OR , PA, TN and VT have higher suitability requirements and recommendations. Please review the prospectus for state specific suitability standards prior to investing or recommending that clients invest.

2 Please be aware that NorthStar/RXR, CNI NS/RXR Advisors, LLC, RXR NTR Sub-Advisor LLC, Colony NorthStar, Inc., RXR Realty LLC,

RXR Realty | 450 Lexington Avenue

Creating Value through New York Real Estate The New York metropolitan (Metro) commercial real estate market has historically been one of the strongest and most diverse in the world. We believe positive trends combined with favorable economic factors and an overall healthy commercial real estate market may present a compelling investment

1 opportunity in the New York Metro area.

NorthStar/RXR New York Metro Real Estate, Inc.

NorthStar/RXR is Intended for Investors:

(NorthStar/RXR) is structured as a public, non-traded real estate investment trust (REIT) formed to acquire Seeking exposure to the dynamic New York high-quality commercial real estate and seek value-add Metro commercial real estate market. investment opportunities in the New York Metro area.

Wanting potential for capital appreciation Colony NorthStar, Inc. (Colony NorthStar) and and risk-adjusted returns.

RXR Realty LLC (RXR Realty) are the co-sponsors of NorthStar/RXR. We believe the distinctive combination

Looking for current income through of Colony NorthStar’s successful experience running

2 cash distributions.

public companies and other non-traded investment vehicles combined with RXR Realty’s extensive New York real estate expertise may provide considerable competitive advantages.

The property in the photograph above is owned by RXR Realty, not NorthStar/RXR and investors will not acquire an interest in this property. NorthStar/RXR’s investments may be adversely affected by economic cycles and risks inherent to the New York metropolitan area, especially New York City and to risks inherent in geographic concentrations.

As with any real estate investment, there are various risks including but not limited to: unfavorable market conditions, loss of principal and limited liquidity. 1) JLL, New York Office Outlook, Q4 2014.

2) There is no guarantee of distributions. Distributions have been paid and may continue to be paid from sources other than cash flow from operations, including offering proceeds, borrowings or sales of assets and distributions may exceed earnings.

Fees paid to the advisor were not determined on an arm’s length basis and reduce the amount the program can invest in income-producing assets and your overall return may be reduced.

NorthStar/RXR | 3 Colony NorthStar | New York Office

Why Invest in the New York Metro Area?

We believe the New York Metro area has historically provided and will continue to provide compelling real estate investment opportunities. Positive population, tourism and employment growth fundamentals in the New York Metro area are some of the components supporting a robust real estate market. Furthermore, we believe an estimated $30 billion in public and private investment in transportation infrastructure planned in the New York Metro area through 2019 may provide greater access to less

utilized, undeveloped areas of the city and generate increased demand for office and residential space. RXR Realty’s strong regional investment expertise and long-standing local relationships may provide NorthStar/RXR a competitive advantage in sourcing and executing a variety of real estate transactions.

All-Time High Employment Diversified Economy

New York City’s job market is at an all-time high, employing Unlike other economic hubs, New York is differentiated by its

more than four million people. We believe these trends may wide-range of industry participants, many of which require a continue to drive demand in office occupancy, potentially New York presence. This diversification in tenant base may

5 resulting in higher rental rates. protect the economy during downturns in specific industries.

Employment Growth in New York City Since 1970 New York Industries by Sector 4%

4.1 4% 10%

3% 2%

3.9 11%

3.7 22%

3.5 13%

3.3 14% 17%

3.1 All Employees (in millions)

2.9

2.7 Education & Health Services Leisure & Hospitality    

Professional & Business Services Technology

2.5 1970s 1980s 1990s 2000s 2010s  Trade, Transportation & Utilities  Other Services

  Government Mining, Logging & Construction  Financial Services Manufacturing



3) City of New York, Commitment Plan. 4) New York State Department of Labor Statistics as of December 31, 2016. 5) Bureau of Labor Statistics, April 2017

Home to Wall Street, the New York Stock Exchange and the most Fortune 500 companies per capita in the world, New York City is a leading global economic center. Accordingly, the New York Metro commercial real estate landscape is one of the strongest and most diverse real estate markets in the world.

Plays a central role as a financial, POPULATION AT technology and corporate hub for

6 ALL-TIME HIGH the global economy

8.6 MILLION RESIDENTS An estimated $30 billion of

OF OFFICE SPACE WAS construction on transportation

7 infrastructure is planned

LEASED IN 2016

3 MILLION through 2019

SQUARE FEET NY TRI-STATE

8 HOME TO 82 NYC HOSTED MORE THAN

ANIES FORTUNE

60.3 MILLION VISITORS IN 2016,

9 a 38% increase over the last decade

COMP 500

NorthStar/RXR’s investments may be adversely affected by economic cycles and risks inherent to the New York metropolitan area, especially

New York City and to risks inherent in geographic concentrations. We may change our investment objectives, policies and strategy at any time without stockholder consent. Diversification does not eliminate risk and does not assure better performance. 6) U.S. Census Bureau, 2015 estimate. 7) Colliers International Manhattan Office Market Report Q4 2016. 8) www.ceo.com, States with the Most Fortune 500 Companies, September 2013. 9) NYC & Company, January 2017.

NorthStar/RXR | 5 Our Investment Approach NorthStar/RXR seeks to achieve its investment objectives through a multi-faceted approach focused on acquiring well located, high-quality commercial real estate in the New York Metro area.

In addition to investing in established core office, mixed-use and multi-family properties, RXR Realty’s extensive management and development expertise in the New York Metro area may provide the opportunity to target value-add investments by enhancing physical condition and operations while aiming to meet the changing needs of New York City tenants. We intend to complement our investments in direct equity by originating commercial real estate debt and preferred equity interests. Additionally, we believe the outer boroughs have become alternative locations for technology, media and creative class tenants that seek the cultural character that the boroughs offer. As a result the suburban markets are poised to present potentially attractive investment opportunities in the near term. These market dynamics may generate unique investment activity as tenants seek more affordable office and residential space outside Manhattan.

NorthStar/RXR leverages the expertise of RXR Realty’s 500-person, locally based investment and operations teams. RXR Realty’s management team averages 29 years of experience with local market knowledge and insider relationships to generate value across all aspects of an investment throughout their life cycle.

Diversification does not eliminate risk and does not assure better performance. We may change our investment objectives, policies and strategy at any time without stockholder consent.

• Access to off market deals through RXR Realty’s proven track record, established local presence, market credibility and breadth of relationships.
• Strong understanding of current trends in the New York Metro area with
• Real estate acumen and financial sophistication to underwrite and
• Established relationships in New York Metro area with owners, tenants, brokers, elected officials and local municipalities.
• Enhanced underwriting capability leveraging RXR Realty’s existing portfolio and extensive local market knowledge.
• Demonstrated value creation capabilities over a multitude of market/real

NorthStar/RXR | 7 NorthStar/RXR seeks to leverage the long-standing relationships of RXR Realty and singular focus on investing in the New York Metro area to identify and execute investments that aim to maximize returns while mitigating risk.

The Power of Local NorthStar/RXR’s Competitive Advantage

RXR Realty’s executive team members averaging 27 years of experience of investing in the local market.

structure complex real estate transactions through RXR Realty’s vertically integrated organization.

estate cycles due to multi-disciplined resources and ability to recognize risk-return opportunities.

NorthStar/RXR’s investments may be adversely affected by economic cycles and risks

inherent to the New York metropolitan area, especially New York City and to risks inherent

in geographic concentrations. As with any real estate investment, there are various risks

including but not limited to: unfavorable market conditions, loss of principal and limited

liquidity. The performance of Colony NorthStar and RXR Realty is not indicative of the

performance of NorthStar/RXR. There is no guarantee that NorthStar/RXR’s investment

objectives will be met. The members of the RXR Realty leadership team face conflicts of interest relating to their obligations to other RXR Realty affiliated entities. RXR Realty | New Jersey Regional Office Flexible Exit Strategies NorthStar/RXR’s management has successfully operated, managed and listed REITs and has the experience to pursue several options aimed at maximizing value for investors upon consideration of a liquidity event. The REIT may:

RXR Realty | New York Regional Office

Liquidate individual portfolio assets
Sell portfolio in its entirety
Convert portfolio to a publicly traded vehicle Real estate investors should closely consider exit strategy options before making an initial investment. While identifying a specific strategy is not always possible, we believe having the flexibility

RXR Realty | Corporate Headquarters

to pursue a variety of options is beneficial for NorthStar/RXR investors.

We are not required to liquidate our assets, sell our portfolio or list our shares for trading by a specified date or at all.

RXR Realty | New York Regional Office

Delivering Value Through Institutional Expertise The New York Metro commercial real estate 1285 Avenue of the Americas** market may present a sustainable and compelling investment opportunity.

We believe NorthStar/RXR is ideally positioned to capitalize in the New York Metro commercial real estate market due to Colony NorthStar’s and RXR Realty’s proven track record and years of experience investing and operating commercial real estate on behalf of institutional clients in the New York Metro area.

Combining core property investments with value-added opportunities may create a balanced portfolio that may deliver capital appreciation, cash flow* and risk-adjusted returns.

There is no guarantee of distributions. Distributions have been paid and may continue to be paid from sources other than cash flow from operations, including offering proceeds, borrowings or sales of assets, which may reduce an investor’s overall return. **NorthStar/RXR owns an indirect minority interest in the property depicted in the photo, acquired through a limited partnership structure.

NorthStar/RXR | 9 Colony NorthStar and RXR Realty have partnered to form a strategic relationship to co-sponsor NorthStar/RXR. We believe Colony NorthStar’s successful experience running public companies and other non-traded investment vehicles combined with RXR Realty’s extensive New York market real estate expertise may provide considerable competitive advantages.

Colony NorthStar | New York Office

Why Choose NorthStar/RXR?

Colony NorthStar (NYSE: CLNS) is a leading global real estate and investment management firm that strategically manages real estate and other investment platforms in the United States and internationally and was one of the first institutional managers to offer retail products to individual investors. Colony NorthStar provides retail clients with access to a diverse range of institutional-quality alternative investment programs designed to meet a variety of investor objectives.

RXR Realty is a premier New York-based real estate operating company and is comprised of members of the former senior management and operating team of Reckson Associates, a NYSE-listed REIT. Since the sale of Reckson, RXR Realty has amassed a portfolio of approximately 23.1 million square feet of commercial real estate and investments in one of the most competitive markets in the world. RXR Realty is one of the most active participants in the New York Tri-State area and has a track record of successfully owning, managing and developing New York commercial real estate. With its strong track record and experienced team, RXR Realty leverages all aspects of its vertically integrated organization with the goal of successful execution and management of its assets. As co-sponsors, Colony NorthStar and RXR Realty’s management teams average 27 years of experience and aim to provide investors with access to institutional quality investments and diligently manage all day-to-day operations and strategic activities of NorthStar/RXR, including identifying, acquiring and managing its investments.

REPUTATION AS A LEADING LEADING GLOBAL REAL $

REAL ESTATE OWNER,

43.0

17.7 ESTATE AND INVESTMENT MANAGER & DEVELOPER OF

BILLION BILLION

MANAGEMENT FIRM AGGREGATE GROSS ASSETS UNDER

NEW YORK CITY REAL ESTATE

10 ASSET VALUE MANAGEMENT MANAGES 72 COMMERCIAL REAL ESTATE PROPERTIES & PRUDENT & DISCIPLINED INVESTMENT PROCESS

11 INVESTMENTS CONTAINING 23.1M SQUARE FEET Sponsor of alternative investment programs providing retail investors One of the most adept participants in New York commercial access to a broad range of institutional-quality investments real estate with long-standing relationships

The performance of Colony NorthStar and RXR Realty is not indicative of the performance of NorthStar/RXR. Colony NorthStar, RXR Realty and NorthStar/RXR

are separate companies. An investor purchasing shares in NorthStar/RXR’s public offering is making an investment in NorthStar/RXR, not in Colony NorthStar

or RXR Realty.

NorthStar/RXR’s investments may be adversely affected by economic cycles and risks inherent to the New York metropolitan

area, especially New York City and to risks inherent in geographic concentrations. 10) Represents balance sheet and third-party AUM as of

December 31, 2017, pro forma the public listing of CLNC. Third party AUM represents capital invested alongside balance sheet, but excludes

private equity and retail company interests, which are included in Investment Management AUM. 11) As of December 31, 2017. Gross asset

10 10 value compiled by RXR Realty in accordance with company fair value measurement policy and is comprised of capital invested by RXR and

NorthStar/RXR New York Metro Real Estate, Inc. (NorthStar/RXR) is structured as a public, non-traded real estate investment trust (REIT) formed to acquire high-quality commercial real estate and seek value-add investment opportunities in the New York metropolitan area.

NorthStarSecurities.com/RXR 877.940.8777

RXR-BROCHURE_03.2018

NEW YORK METRO REAL ESTATE