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All Forum Posts by: Mike Iger

Mike Iger has started 2 posts and replied 11 times.

Quote from @John Sayers:
Quote from @Scott Trench:

Good perspectives here. 

It looks like I will walk a lonely road of requiring those who I invest with to have material skin in the game, and will find those opportunities few and far between. 

That's totally fine, and I will probably miss out on a lot of good opportunities!

I believe that investment is fundamentally different than a service like a dentist, personally, and that operators behave differently when they can not only win, but also lose painfully. 


 Less traveled but not alone. For sure if a GP can almost never lose capital or very little, it's not quite as aligned as it could/should be. The biggest push bback will be from the GPs in the arena. Feel free to share finds with me. I'd love to add more to my monitor list.


 Don't worry, it's not such a lonely road. While it's true interests will never be fully aligned, it doesn't have to be all or nothing. There are many like-minded investors that are starting to demand more favorable structures. Whether no acq fee, deffered acq fee, etc, the point is many of us are not going to repeat the mistakes of 2021. Not every group can put in a massive chunk of the equity, but that's okay. It's usually very easy to tell if the GP really believes in the deal or he's just doing it for the fees.

Quote from @Scott Trench:

I'm looking at more and more syndication investments, because it is a personal interest of mine. 

And it really rubs me the wrong way when a syndicator puts together a deal in a way that has very little of their own capital in the game, but raises money from other investors in a huge way.

Example: 

Syndicator purchases $100M in real estate. Syndicator raises $35M in equity. Syndicator invests basically nothing (less than $1M) of their own capital in the deal.

In this deal, the syndicator, will make, in fees, something like the following: 

- $1M acquisition Fee (1% of asset value)

- $2M in management fees (2% of equity per year, for 5 years). 

- $1M disposition fee (assuming property value at exit does not change at all)

- $0-5M+ carried interest (20-30% of profits). 

Look, this model has been around a long time. I get it. And, if the syndicator delivers, it's a win/win for investors. No issues there. 

But, what really makes me scratch my head is the fact that if the syndicator does not put in a meaningful chunk of their own net worth or a meaningful percentage of the equity, then there is almost no downside to them for raising this deal, other than perhaps their reputation. 

If I lose everything I invest in this deal, then I feel the syndicator should come out with a negative as well. Net of all fees, net of everything, they need to lose if I am wiped. 

There is no real incentive to protect downside risk in some situations, because everything is upside for the deal sponsor.

If it does really well, then they make $4M in fees, and another several million in carried interest. If it does poorly, then they make $4M and lose little to nothing. Heads they win, tails they win.

As an LP, I'm not interested in playing a game where the syndicator can win and I can lose.

Any syndication investment that does not involve a meaningful percentage of the syndicator's wealth (10% of their personal wealth, excluding any acquisition or deal related incentives) in the deal is a non-starter for me personally going forward. 

And no, investing the acquisition fee does not count. A sponsor "Investing" the $1M acquisition fee earned just by buying an asset with my money does not count as an investment. I want to see someone who is pitching me on a deal putting their own capital to work in a meaningful way, someone who believes in the deal so much they will put their own money where their mouth is. 

I'm listening if 10% of their personal wealth is in the deal. And specifically in The deal that I am being invited to invest in.

I'm interested if 25% is in it.

And I know that they at least, truly think they are for real when they approach 50% of their wealth in the deal. 

What do you think? Is this a reasonable stance to take? Do you feel as uncomfortable as I do about giving a syndicator a "free spin" on their next deal, and will you throw out investment opportunities that do not have the sponsor committing a serious chunk of the pie? 

Or, am I being unrealistic and idealistic, as has been the case many times before?


 As others have said, 10% of net worth is not realistic.

While interests will never be completely aligned, I wonder what can be done to align them a bit more. Perhaps the acq fee goes back to LPs upon sale, if a certain IRR hurdle isn't hit? Or the sponsor's capital is subordinate to the LPs?

Quote from @Brian Burke:

I second @Chris Seveney and @Eric Gerakos.  We are buying real estate debt.  Sold 75% of our real estate at the "peak" 18 months to 24 months ago.  Probably won't be buying any real estate for a while, maybe 6 months, maybe two years, we'll see...

There might be some opportunity in home building (high interest rates are causing sellers to hold on so new construction might make up a lot of what potential buyers have to choose from), and smaller multifamily (the ol' "tired landlord" or owners with maturing debt and no way out).  And single family flips if you can find them.  

If you're really ambitious, office to residential conversions and if you have an iron stomach, office is in "buy low" mode--question is whether it goes even lower and how long will it take to be able to "sell high".  And how empty will you be in the meantime.

 @Brian Burke What about taxation? If you're on the debt side is it taxed as ordinary income? 

Hi Fay,

I'm just seeing this now. 

I work with an advisor that knows how to analyze RE syndications, he invests in them too if he likes the sponsor and the deal.

He does a lot of Private Equity and Alternative Investments. 

PM me if you are still looking.

I know Tides has been in the news for months already. 

They bought billions of "value-add" MF, mostly with floating bridge debt. I'm sure some properties are doing well, but I can't imagine the overall picture is pretty.

Did anyone here invest with them? 

Does anyone know how their portfolio is doing?

Quote from @Brian Burke:

I think that will be a problem in some areas. Not a problem at all in other areas. It most likely won't be as bad as it sounds, either. Many of these units will never see the light of day because financing will be a challenge for those projects that don't already have it. These numbers come from approved permits, not from number of units actually under construction. A more important metric is the construction/absorption ratio. This measures how many units get leased relative to the number constructed. And looking at that ratio on a submarket basis tells a far better story than looking at a National or state statistic.


 I couldn't read this article, but I've seen reputable sources say there's record MF supply in the pipeline.  I believe they mean actually under construction, not merely permitted. My belief is many sunbelt markets will see deliveries outpace absorption by a large factor, leading to increasing vacancy, aggressive concessions, and negative rent growth. 

Quote from @Brian Burke:

@Maria T., why are you looking to use preferred equity?  If you are looking to use it you probably see it as a solution that produces specific benefits.  Knowing your reasons can help people give you the best advice.

I can’t think of a worse time to use preferred equity unless I think back about 15 years.  But my reasons for feeling that way might not apply to your specific situation.  Perhaps you have a compelling reason and strategy where it would be a viable option.

 @Brian Burke I'm not a big fan of pref equity in the first place, as common equity investors often aren't compensated for the additional risk. I'm curious what your reasons are.

Post: 70/30 split in MF Syndication

Mike IgerPosted
  • Posts 11
  • Votes 2
Originally posted by @Brian Burke:

Only if they disobey the waterfall rules.

In your second scenario, when they refi, you would get $65,000 back which returns the rest of your capital.  Then the rest of the refi proceeds drop to the next tier (iii), in which you get 70% of that. So if there was enough to send you $100K in your first scenario there would be enough to send you $100K in the second scenario as well.

The only difference is what you call it.  In the first scenario $100K is return of capital. In the second scenario, $65K is return of capital and $35K is return ON capital.  

Oh, now i get it, it really doesn't matter much.

Thanks so much for the detailed responses.

Post: 70/30 split in MF Syndication

Mike IgerPosted
  • Posts 11
  • Votes 2
Originally posted by @Brian Burke:

If the property blows everyone away with amazing cash flow, you’ll share in that benefit under either waterfall scenario.  Just slightly less with the way it’s currently written. Most likely nowhere near as dramatically as you are thinking, I suspect.

This all assumes that the sponsor is actually calculating the waterfall correctly, of course...

I'm not sure I understand. 

Lets say I put in $100k and this property blows everyone away and returns 18% a year until they refi:

If the 70/30 split does NOT count as a paydown, I will get my 8% preferred return, and 70% of the additional profits. When they refi I will get $100k back.

If the 70/30 split DOES count as a paydown, I will get 8% of all unreturned capital, and 70% of the additional profits. However, when they refi, lets say in year 5, I will get approximately $65,000 back, as the additional profits I have been receiving are reducing the capital owed to me.

That's a pretty dramatic difference here., in my opinion.

Post: 70/30 split in MF Syndication

Mike IgerPosted
  • Posts 11
  • Votes 2

Thanks all for your replies, especially @Brian Burke

I've been lurking here long enough to know you know what you're talking about.

FYI this deal is over $120M.

I have no issue with 70% of excess CF being returned to investors as a paydown. However, to say "I'll pay you 8% pref and then a 70/30 split of the profits" is a little misleading if the 70% is a paydown. It's not profit sharing, its an early return of capital.  While it's true a dollar today is better than a dollar tomorrow, the investors get no real gain if the deal performs better than expected. (Once they refi and all capital is returned, investors will then be getting a true 70% profit split.)

Here is the actual language from the OA:

First, to such Member(s) in proportion that their respective Member
Percentages bear to each other until such time as all Members have received all Preferred Returns
due and owing to them.
(ii) Second, seventy percent (70%) to the Members in accordance to their
Distribution Percentages and thirty percent (30%) distributed to the Managing Member.
Notwithstanding anything to the contrary, any Distributions received by the Members pursuant to
this paragraph shall reduce each Member’s amount of Unreturned Capital until such time as all
Unreturned Capital has been paid to the Members in full.
(iii) Third, seventy percent (70%) to the Members in accordance with their
Distribution Percentages and thirty percent (30%) distributed to the Managing Member(s).