Seller refuses to turn over financials

Seller refuses to turn over financials

Member since 2020 · 4 posts · 0 votes

I’m under contract on a 7 unit apartment complex and seller will not provide leases or any form of financial documentation validating the property’s monthly cash flow. His agent says the seller is willing to meet with me in person to show me his documents and answer any of my questions with respect to the property’s performance but won’t actually give any documents to my realtors because “he doesn’t want his business out there”. My agent suggested an NDA to give him some peace of mind but he still refuses. Is this normal? My instinct tells me he may be hiding something? Is this shady or just someone whose hyper sensitive to his privacy?

So far all I have is their word that all rents are current and that it generates X amount of money per month but I’m not comfortable making a 370k investment without actually reviewing some sort of financial documentation to validate what they have said. Should I be okay with simply seeing his books in person? Would you move forward with the deal without receiving documentation in your possession to carefully review or is it enough that he open his books and let me see the numbers?

0Reply
46 views

Most Popular Reply

Curtis BidwellPro Member
Rental Property Investor · Olympia, WA · Member since 2014 · 777 posts · 744 votes
6y

@Nathan Ramirez This is not uncommon particularly with smaller mom and pop operators. When I purchase a property I simply want to verify my own assumptions - so a personal meeting looking over his schedule C’s, bank deposits, utility bills, Leases, etc will generally suffice on a smaller property. 

I already know what rent should be when/if properly managed.  I know what utilities should run, what the taxes will be in the year after purchase, how much insurance will be, etc... so I’m looking for outliers and reasons for the discrepancy. 

Know your market better than the seller (or their management co), but don’t tell them! Let them tell you everything.  My biggest concern is the facility, not the financials. What condition is it in, what work needs to be done, any deferred maintenance, etc.  

I Also want to know when the leases expire, so I can plan the adjustments going forward. 

Happy Investing!

See this reply in the discussion

15 Replies

Jump to latestLatest
  • Investor · Dallas, TX · Member since 2016 · 60 posts · 65 votes
    6y

    Without the numbers on the building how could you value the property? Can't see a lender working with you without information. If you're buying cash  you can't go blindly unless you are a pro and know your numbers you can hit. 

    You could get the rents verified from the tenants during your due diligence period. 

  • Curtis BidwellPro Member
    Rental Property Investor · Olympia, WA · Member since 2014 · 777 posts · 744 votes
    6y

    @Nathan Ramirez This is not uncommon particularly with smaller mom and pop operators. When I purchase a property I simply want to verify my own assumptions - so a personal meeting looking over his schedule C’s, bank deposits, utility bills, Leases, etc will generally suffice on a smaller property. 

    I already know what rent should be when/if properly managed.  I know what utilities should run, what the taxes will be in the year after purchase, how much insurance will be, etc... so I’m looking for outliers and reasons for the discrepancy. 

    Know your market better than the seller (or their management co), but don’t tell them! Let them tell you everything.  My biggest concern is the facility, not the financials. What condition is it in, what work needs to be done, any deferred maintenance, etc.  

    I Also want to know when the leases expire, so I can plan the adjustments going forward. 

    Happy Investing!

  • Specialist · OverTheRainbow · Member since 2020 · 607 posts · 909 votes
    6y
    Originally posted by @Nathan Ramirez:

    I’m under contract on a 7 unit apartment complex and seller will not provide leases or any form of financial documentation validating the property’s monthly cash flow. His agent says the seller is willing to meet with me in person to show me his documents and answer any of my questions with respect to the property’s performance but won’t actually give any documents to my realtors because “he doesn’t want his business out there”. My agent suggested an NDA to give him some peace of mind but he still refuses. Is this normal? My instinct tells me he may be hiding something? Is this shady or just someone whose hyper sensitive to his privacy?

    So far all I have is their word that all rents are current and that it generates X amount of money per month but I’m not comfortable making a 370k investment without actually reviewing some sort of financial documentation to validate what they have said. Should I be okay with simply seeing his books in person? Would you move forward with the deal without receiving documentation in your possession to carefully review or is it enough that he open his books and let me see the numbers?

     You said: "His agent says the seller is willing to meet with me in person to show me his documents and answer any of my questions"

    That should be good enough for you if you are serious about the property. Why should he waste his time with people that won't meet with him?

  • Chris MasonPro Member
    Moderator
    Lender · CA · Member since 2015 · 9k+ posts · 10k+ votes
    6y
    Originally posted by @Nathan Ramirez:

    ...the seller is willing to meet with me in person to show me his documents and answer any of my questions with respect to the property’s performance but won’t actually give any documents ... Should I be okay with simply seeing his books in person? ...

    When grandpa shows you that paperwork "in person," go back to your car, or whatever, to "review it," scan the stuff, and go over it later on. Don't over-complicate things. 

  • Atlanta · Member since 2018 · 20 posts · 4 votes
    6y

    @Nathan Ramirez Sounds like the seller has something to hide. I would pass on that deal. There needs to be transparency in these kinds of business transactions.

  • Cincinnati, OH · Member since 2020 · 4k+ posts · 3k+ votes
    6y

    @Nathan Ramirez, as @Curtis Bidwell has mentioned, you are really buying on your numbers not his.  While I understand not wanting to provide my leases and everything to every tire kicker, I would send to someone that is under contract.  Some people are just weird about things that really have no bearing.  Maybe he has been writing off personal expenses to the property and doesn't want you reporting him to the IRS, but likely he is just a private person that is skeptical of others.

    It is true that most banks will need those financials and copies of leases in order to secure financing on the property, so you could always play that card.

  • Bjorn AhlbladPro Member
    Investor · Shelton, WA · Member since 2017 · 6k+ posts · 6k+ votes
    6y

    @Nathan Ramirez some people are a little eccentric; but it is not combined with FSBO so that is a good sign. If his agent is any good they will make sure everything is properly disclosed. Perhaps he is worried about not getting records back or having to copy stuff for you. See it as an opportunity to get some rapport going. Be just as thorough as you would be if you had the records at your office, plan on spending a half day or more.

    If your agent is familiar with MF,investments and documentation have them accompany you, and have them make sure you get all disclosures. I would have Estoppel certificates for each tenant and signed by the seller as well as tenant.

    Arrange for an inspection and schedule a walk through of every unit as your next step if you are OK with what you see in the docs.

    Check to make sure taxes are UTD, utilities are paid, and have a search done for leins.

    If you get to closing make sure all security deposits and last months rent, if applicable, are turned over to you.

    All the best!

  • Theresa HarrisPro Member
    Member since 2019 · 15k+ posts · 11k+ votes
    6y

    If he's willing to show them to you (which he is in person), look at them.  If they are good, then make sure you get copies of the leases as part of the final sales agreement.  

    I always find it interesting how much prices differ.  $370K for a 7 unit building, where my rentals are, that would be your basic 1970s, 2 bed, 1 bath, starter home.

  • Member since 2020 · 4 posts · 0 votes
    6y

    @Bjorn Ahlblad thanks for the insight...my agent suggested estoppel certificates...this is my first commercial deal so I’m still learning. I wasn’t familiar with this particular tool but I think I’m going to take this advice and use this to help verify rents and I’m leaning more towards accepting his invitation to meet and look at his financials. According to their numbers (their word only/unverified) the property is performing at a 10.5% cap rate. It sounds great but I would feel more at ease if I could validate this with some actual documentation.

  • Member since 2020 · 4 posts · 0 votes
    6y

    @Theresa Harris so are you saying that 7 unit property for 370k is a fair deal? Would something similar be more expensive in your market? The property actually listed at 425k and we negotiated it down.

  • San Jose, CA · Member since 2015 · 4k+ posts · 3k+ votes
    6y

    Meet with him at your attorney's office.

  • Member since 2020 · 4 posts · 0 votes
    6y

    @Evan Polaski You might be spot one. I think this may be a IRS/tax related matter that is making him apprehensive.

  • Investor · Philadelphia, PA · Member since 2016 · 2k+ posts · 1k+ votes
    6y

    It wouldn’t surprise me much. Make your offer on the basics, rent amount and current lease expirations. Then use the meeting with him to verify.

    Afterwards, estoppel letters to ensure the tenants agree with the rent/lease terms, and an inspection to confirm the maintenance required.

    If he has other properties, I can see that he doesn’t want to share everything with you. But as long as you do your due diligence after the offer is in, you can always adjust if something doesn’t match what your offer is based on.

  • Theresa HarrisPro Member
    Member since 2019 · 15k+ posts · 11k+ votes
    6y
    Originally posted by @Nathan Ramirez:

    @Theresa Harris so are you saying that 7 unit property for 370k is a fair deal? Would something similar be more expensive in your market? The property actually listed at 425k and we negotiated it down.

     Every market is different and I don't know what your market is like, so I can't tell you if that is a good price for your area or not.  I have rentals in two areas.  Looking at current multifamily listings in those areas: In the cheaper of the two, a 5 unit building is $610K and in the more expensive town a 4 plex is $950K.

  • Investor · Los Angeles, CA · Member since 2015 · 213 posts · 162 votes
    6y

    This is frustrating but not uncommon with mom and pop owners like someone mentioned. Go to their office with a note pad and a phone to take pictures.

    Do your lease audit and financial statement audit while on site. That should be okay and then get estoppel certificates too.

    Lastly, the lenders will require the financials so make that clear...

Join the conversationCreate a free account to reply, vote on answers and follow this thread.