The Oasis at Texoma

IMPORTANT NOTICE: THIS IS A SPECULATIVE INVESTMENT

An investment in The Oasis at Texoma Joint Venture involves a high degree of risk and is suitable only for accredited investors who can bear the economic risk of a complete loss of their investment. No market exists for these units, and liquidity is not guaranteed. Prospective investors should carefully review this entire Private Placement Memorandum, consult their own legal, tax, and financial advisors, and consider their ability to afford a total loss before investing.

Forward-Looking Statements Disclaimer The financial projections, forecasts, and forward-looking statements contained herein (including occupancy rates, pad revenues, ROI targets, and buyout values) are based on current expectations, estimates, assumptions, and market data that involve significant risks and uncertainties. Actual results may differ materially from those expressed or implied due to factors beyond our control. These statements are not guarantees of future performance and should not be relied upon as such. No assurance is given that any projections, including the targeted 12-18% annualized ROI or 215-260% total return, will be achieved. Readers are cautioned not to place undue reliance on these statements, which speak only as of December 2025. Oasis Development LLC undertakes no obligation to update them.

Development & Construction Risks: Delays in permitting, zoning approvals, or entitlements from Grayson County or TxDOT could push timelines. Cost overruns from labor shortages, material price spikes (e.g., steel for pads or utilities), or unforeseen site issues (flooding near Lake Texoma) may require additional capital calls. Phase I workforce pads might not ramp to 70% occupancy if Preston Harbor's $6B buildout slows—targeted start 2026, but construction booms bust too.
Market & Demand Risks: Reliance on 15M annual visitors from Hard Rock, Margaritaville, WinStar, and Choctaw assumes steady tourism and workforce influx. Economic downturns, recessions, or shifts in RV travel (gas prices, remote work trends) could tank occupancy below projections. Competition from new lodging in the Texas-Oklahoma entertainment corridor might erode our premium pricing ($60/night equivalent).
Operational Risks: Post-build, management challenges like high turnover in seasonal staff, maintenance on amenities (pool, trails, theater), or low net margins (55% after taxes/reserves) could hit cash flow. Background checks and 2020+ RV standards aim for premium vibes, but tenant disputes or low collections might drag NOI below the -$121k annual estimate before overrides.
Economic & Interest Rate Risks: Rising interest rates could jack debt costs if we finance beyond equity. Inflation erodes purchasing power, and regional factors like Denison's population tripling (to 78k by 2034) hinge on Preston Harbor delivering 9k jobs—delays there mean delays here.
Regulatory & Environmental Risks: Changes in local laws, environmental regs (wetlands near the lake), or health/safety codes could force redesigns or shutdowns. No guarantees on utility hookups or high-speed internet rollout.
Liquidity & Exit Risks: This is a 10-year hold with no public market—your $98k unit is illiquid. Buyout or sale at Year 10 assumes 3-7% annual property growth to $6.8M-$9.9M value, but appraisals could come low. Developer override (25% ORR) reduces your net proceeds.
Management & Conflicts Risks: Oasis Development LLC (100% owned by Kayna Duke) has limited direct RV experience, relying on oil & gas land expertise for execution. Potential conflicts if we prioritize Phase II luxury over Phase I cash flow.
Tax & Legal Risks: Tax treatment as a JV (pass-through) assumes no changes in IRS rules. Units are securities under Reg D 506(c)—resale restricted. Bad Actor disclosure: See page 5.
Bad Actor Disclosure: Stephen Kaiser, Project Director of the Company, has non-securities related felony convictions from 1999 -2002. These events occurred more than 23 years ago and does not constitute a disqualifying “Bad Actor” event under Rule 506(d)(1) of Regulation D. Mr. Kaiser holds no ownership interest in the Company and serves solely in a consulting and project oversight capacity. The Issuer (Oasis Development Group LLC) and its Manager, Kayna Duke, have no disqualifying events.