large multifamily LLC waterfall distribution legal language

[Zach Liu]

I am reading a ppm for a multifamily complex acquisition, it is standard waterfall distribution which it states as:

(a) first,to all Members until such time all Members have received aggregate distributions pursuant to this Section equal to the Preferred Rate of Return (the “Preferred Rate of Return” shall mean a rate of nine percent (9%) per annum, cumulatively but not compounded, of each Member’s unreturned Capital Contributions at any given time;

(b) second, seventy percent (70%) to all Members and thirty percent (30%) to Sponsor until such time as each Member has achieved an annual rate of return up to forteen percent (14%);

(c) third,to the Members in accordance with their respective ownership percentages until the Capital  Contributions of all Members have been returned to all Members; and

(d) thereafter, fifty percent (50%) to Sponsor and fifty percent (50%) to all other Members.

I am new to this so can anyone tell me if this is like standard? I know in move waterfall model First Tier is always capital contributions. Can anyone tell me in general if this distribution is normal for large multifamily LLC?

[Chase Keller]

Hello @Zach Liu  

I am a syndicator myself. I have never done this type of waterfall payout myself, but it is common for the industry. 

I prefer to do a straight preferred and a single set split on everything above that. It's my preference just because it's easier to understand and track. Every deal sponsor is different and different types of deals call for a different structure. There is nothing unusual about the way they have put this together. 

Let me know if there's anything I can do to help!