Understanding Waterfalls in Real Estate Syndication - podcast episode cover

Understanding Waterfalls in Real Estate Syndication

Jun 28, 20239 minEp. 31
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Episode description

The topic discussed revolves around the distribution of returns, known as 'waterfalls,' in real estate syndication. The speaker used an example to explain the distribution process: a $5 million property bought entirely with investor funds that yields annual rents of $550,000.

In this scenario, the investors are promised a 7% preferred return, also known as a 'pref,' amounting to $350,000 annually. This pref gets distributed first from the rental income. Any income beyond this pref, in this case, $200,000 ($550,000 - $350,000), is then split between the investor and the sponsor in a 70:30 ratio. This means the investor receives an additional $140,000, and the sponsor gets $60,000.

Upon selling the property for $6.5 million in year five, the first payout is the return of the principal investment of $5 million to the investors. Since the 7% pref has been regularly paid, the next step is dividing the remaining $1.5 million between the investor and the sponsor, again in a 70:30 ratio. This results in $1,050,000 for the investor and $450,000 for the sponsor.

To calculate the internal rate of return (IRR), a T-bar diagram is used, which tallies all payouts across the investment period. The total annualized return for the investor in this example is 13%.

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Transcript

Tilden Moschetti

How do waterfalls work in a syndication? Well, that's what we're going to be talking about right now. My name is Tilden Moschetti, I am a syndication attorney with the Moschetti syndication Law Group. You may be wondering to yourself exactly how our distributions going to happen, what are these things called waterfalls that I hear about how to what our preferred returns? How does it all fit together? That's what we're going to be talking about

right now. So let's go to our whiteboard. And take a look at what of just a very simple scenario so that we can be better understood. So let's say we have a property that we bought for $5 million. All cash. And we raised that $5 million entirely from investors just for the ease of doing the analysis. And out of that $5 million, so it pays rents, right? That's how most properties happen. They, they pay rents, and then there's

some sort of appreciation that gets distributed at the end. So let's say we've told our investors hey, look, investor, we're gonna give you this deal, we're gonna give you a preferred return offer, also called a pref, of 7%. And then any money that comes after that preferred above that preferred return of 7%, we are going to split 7030 70%, to you, investor, and 30%, to me as the syndicator. So then, let's, let's look at it from the investor's point of view, and the sponsors. So let's

say that those rents are being collected. And let's say it's about let we're getting, say 55 $550,000 annually on that investment, so $550,000. So first, we take that $550,000, and we need to give that preferred return this pref to the investors first, that's the first thing that happens on all those cash flows. So they first get 7% 7%. Right, which equals $350,000. out why $350,000? Well, it's $505 million, that we paid for it 7% of 5 million is $350,000. So that is their

annual preferred return amount that they're getting. On top of that, there's still this bought this amount of money, this $200,000. Right, so the 550 minus the 350 K is $200,000, that still needs to be divided between investors and the sponsors. So that 350k, the split is 7030. And so they get another 140k, right 70% Of $200,000 goes to that goes to the body of the investors. Now the sponsor, they get 30% of

that 200,000 that's leftover so they get 60,000. So out of that those cash flows in you as a sponsor getting $60,000 Every year, this is after fees have already been taken account, the investor is getting 350 plus 140. So they're getting $490,000 paid out to them every year. So as part of their investment, so pretty good deal. That's that's a nice return. So you've decided to sell the property. Let's say you sell it in year five. So year five, you are able to sell the property and let's use

$6,500,000 Is your sales price. Alright, so first, how do we divide up that amount of money? So first we have to return so to investors We have to give them their principal. How much they initially gave you that was 5 million remember? After the payment of their principal, we then need to get paid them the preferred return, as I bet you're thinking, well, actually, we don't. So let's say that sale is paid at the end of year five, and we've been paying regularly, those preferred returns at that

7%. So the end of year on December 31, in the year, in year five, that preferred return has already been paid that 7% has already been paid. So now there's just the division of the assets that are remaining. So that is leaves us with with, we have to return their capital. So we then have $150,000, to divide, I'm sorry, $1.5 million to divide between the investor and the sponsor. And so 70% of that return is belongs to the to the investor. And that is 105, or 1,000,500, I'm sorry,

1,050,000. gets paid out to them. And then the remaining $450,000 gets paid out to the sponsor. So that's your money to get there. So now they investor then gets this $6,050,000 At the end of the investment. So is it just the is that just the the total amount? So how do we with that amount? How do we figure out what the internal rate of return is? So for this, you're gonna need a calculator. And we draw what's called a T bar, a T bar says we start at time zero, where they paid out $5 million.

Right. And then we held that for one year, one year, two year three year flips to choose your three, year four and year five. And remember, in those, we were making payments of $490,000. In here, I'm going to write it off to the side because I'm going to total it underneath. Plus, then we also have this payment of the 6,050,000. Right, and so that total is six 540. Oh, so let's just delete this. So it's easier to read. Right?

So that 6,000,500 Now what you do is you select this entire range, you put it in Excel, it tells you what the answer is, it's been a 13% annualized return that the investor has gotten so not bad. So the IRR is 13%. Hope that explains a little bit on how you do these waterfalls. And you do those preferred return payments and you split out the cash for typically in a real estate investment but really any kind of syndication. This is how those the water, the water

flows. So if I can be of any assistance to you, my name is Tilden Moschetti. I'm a syndication attorney with these Moschetti syndication Law Group. We specialize in Regulation D Rule 506b and 506c syndications and funds

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