investor offering memo for farm purchase by multi-member LLC
I'm looking for guidance on structuring an impact investment to purchase a ~16 acre farm in Oregon ($800,000) for a local school to use as an outdoor education facility and produce farm. I have several families and individuals interested in contributing capital (alongside myself) to the downpayment and a local bank willing to lend the balance of the purchase cost, but I'm unclear how to structure the transaction and offering memorandum for the investors.
I've formed a multi-member LLC, retained a local attorney and a licensed RE broker versed in Oregon RE law, and secured a verbal price commitment from the seller (who is also committed to the cause). I'm planning to raise ~$600,000 and borrow $200,000 to keep the mortgage expense low while the school and the farm ramp up enrollment/tuition, farm to doorstep CSA (community supported agriculture) sales/revenues; and their grant writing and foundational endowment.
I expect the LLC/investors to own the property and lease to the school for 3-5 years; and then sell the property to the school when they're financials have improved.
* Do I use a co-purchase agreement or issues equity to the other families?
* Do I need to consider Reg D Rule 506
* Do I retain a management fee or equity 'carry' for managing the transaction and reporting?
Thank you!