All Forum Posts by: Ronald Rohde

I've been reading a bit about syndications and how they function as a whole. I understand that they operate in real estate under one of a few exemptions from registering as a security with the SEC. However, as curiosity prodded, I looked into the degree that it is prohibitively expensive to consider just filing as a security anyway, irrespective of the pros and cons.

Basically, I searched for "what are the costs for registering a security with the SEC" as well as "what are the costs for registering a syndication as a security with the SEC"

Most the results produced explained something to the extent that the fee was about 150 bucks per million offered, without any other information on what would validate the explanation that filing a syndication as a security is prohibitively expensive. My assumption is that this means that in order to raise 50 million as a security, the fee for said shares would be just 7500 dollars. I couldn't really find much else in my search. What exactly is it that I am missing from my search? What about my search is producing such limited information? What other costs are actually there that aren't coming up in my search that don't exist when simply filing for exemption?

Is it not so much the fee for filing that makes it prohibitive but that the equity offered rules out the viability of being a GP in a registered security this way?

The filing fees with the SEC are usually minimal, as you’ve found. The real prohibitive costs come from the legal, compliance, and reporting requirements of registering a security. These include drafting offering documents, adhering to ongoing disclosure rules, and audits, which can easily run tens or hundreds of thousands of dollars. That’s why many syndicators rely on exemptions like Reg D (506(b) or 506(c))—it’s not about the filing fee, but avoiding the regulatory burden and costs of full SEC registration. If you're serious about this, it's probably time to reach out to an attorney for more nuanced advice.

Thanks for the reply Dominic. It makes sense now seeing that its more about ongoing duties after registration.

Were I in a position to pursue syndication, I would certainly follow your advice and seek an attorney. For the moment though, I am just trying to gain a more robust understanding of all things real estate that I could reasonably see in my future.

Look at the application, start pricing third party flat fee services for each step. Whats the benefit to registering? REIT? Non traded public REIT?

0 Votes

Quote from @Melissa Odom:

@Ryan Kelly Thank you for the response. I had not thought of that since I am not buying or selling anything. Do they charge a fee since there is no commission on their end?

Melissa, I think you're in the right area. You're asking all the correct questions. You need answers before you can calculate the return.

A broker may or may not charge, if they do it may be $1,500. You need to know exit rents if you renovate. Would your existing tenants stomach that much of an increase?

Your best option would be to refinance your loan (if any) and get a construction loan for the improvements. Please review anything before signing agreements!

0 Votes

Austin, Texas

I started in residential, had 6 units. Sold everything to pivot into industrial. I did an "LP" type small investment $200k. Then bought my own deal the following year 37.7k sq ft warehouse on 4 acres in Plano.

Been buying industrial for last 6 years.

I think your plan is right, I'm a big proponent of joint venturing on commercial deals. Extra set of eyes, second opinion and diversity of your own investments

3 Votes

Worcester, Massachusetts

Hi Bob, We work a lot with foreign investors. As an LP, its much simpler than a direct investment.

What specific questions do you have?

0 Votes

Toronto, Ontario

Quote from @John McKee:

I'm done buying inflated NNN rents at 6-7% caps. Mortgage notes at 12% with no headaches are the way to go.

Non performing asset? Foreclosure?

0 Votes

Since this is a real estate forum, I'd just clarify what someone could buy the real estate for and what your lease terms would be.

How many sq ft? free standing subway?

0 Votes

You want money or deals?

0 Votes

Quote from @Marina Wong:

Quote from @Ronald Rohde:

Hi Ronald,
Thank you for the reply. Do you know of any good syndication attorney that could help us handle this? I do see the language in the PPM that would allow us to vote the manager out. Want to discuss this with fellow LPs. I am looking into the lender info.

I think your need a corporate and litigation attorney. Where is the property/GP entity located? I can send a referral

1 Vote

sign a master lease with a struggling office landlord, have revenue splits.

This seems like your only path forward

0 Votes

Quote from @Steven McPherson:

The 10-year is pessimistic about the next few years. There is no way sellers are selling at caps that high unless there is a special circumstance, so buyers just aren't buying. When I see deals that do pencil for an investor, the LTV is 60% or less (I deal with mostly retail and industrial). The CRE market is tough right now.

Yep, every deal needs heavy value add, complete re-tenanting or something else to make sense.

1 Vote

All Forum Posts by: Ronald Rohde

Ronald Rohde has started 17 posts and replied 5012 times.

Post: SEC registration and exemptions

Post: Needing Advice on Commercial Project

Post: How did YOU get into your first commercial multifamily deal?

Post: Connecting with Canadian Investors Buying Properties in USA

Post: 10 Year Treasury Keeps Going UP!

Post: Commercial Real Estate - Franchise (Owner Occupied) Seeking Financing

Post: Any active self-storage investors looking for off-market deals in TX?

Post: 711 Rescue - does it help LP in case of imminent foreclosure

Post: Commercial real estate

Post: 10 Year Treasury Keeps Going UP!

Ronald Rohde has started 17 posts and replied 5012 times.

Biggerpockets Logo Post: SEC registration and exemptions

Biggerpockets Logo Post: Needing Advice on Commercial Project

Biggerpockets Logo Post: How did YOU get into your first commercial multifamily deal?

Biggerpockets Logo Post: Connecting with Canadian Investors Buying Properties in USA

Biggerpockets Logo Post: 10 Year Treasury Keeps Going UP!

Biggerpockets Logo Post: Commercial Real Estate - Franchise (Owner Occupied) Seeking Financing

Biggerpockets Logo Post: Any active self-storage investors looking for off-market deals in TX?

Biggerpockets Logo Post: 711 Rescue - does it help LP in case of imminent foreclosure

Biggerpockets Logo Post: Commercial real estate

Biggerpockets Logo Post: 10 Year Treasury Keeps Going UP!

Post: SEC registration and exemptions

Post: Needing Advice on Commercial Project

Post: How did YOU get into your first commercial multifamily deal?

Post: Connecting with Canadian Investors Buying Properties in USA

Post: 10 Year Treasury Keeps Going UP!

Post: Commercial Real Estate - Franchise (Owner Occupied) Seeking Financing

Post: Any active self-storage investors looking for off-market deals in TX?

Post: 711 Rescue - does it help LP in case of imminent foreclosure

Post: Commercial real estate

Post: 10 Year Treasury Keeps Going UP!