offerings) and due diligence binders (“DDBs”) (for purported real estate offerings).” This distinction between securities offerings and real estate is máintainéd throughout the Com plaint. (Complaint, ¶¶ 538, 554, 585, and 609). Just because the TIC investments involved real estate does not obviate the possibility that they were structured in such a way that they meet the definition of securities under federal law. Indeed, the Trustee acknowledges having filed lawsuits in other jurisdictions in which this very assertion is made. Whatever the case, the structure and characterization of the TIC investments is not something the Court is prepared to address in the context of a motion to dismiss. Cf., San Francisco Residence Club, Inc. v. Amado, 773 F.Supp.2d 822, 829 (N.D.Cal.2011) (<HOLDING>). The Trustee is correct that alternative
holding that an investment contract with a fixed return can still be security holding as an investment for future development holding that whether a tic investment could be characterized as a security was a factbased inquiry holding that the costs of computerized research should be characterized not as taxable costs but as attorneys fees holding that the trustee could not avoid a security interest under section 549 when that security interest was authorized by the bankruptcy court