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Zac Smith
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Entity Ownership vs. Payout Structure

Zac Smith
Posted Jan 2 2023, 08:48

Hey everyone,

I recently left my W2 consulting job to pursue CRE. I have an LP financially backing this venture, but since I don't have the assets or experience, finding lending has been a challenge.

What I'm thinking:

Bring in someone with CRE experience to the partnership and make them the sponsor. The idea would be to use them for funding and pay them X with a buyout clause. 

Brainstorm #1

Is there a way to structure the entity where I might own 20% of the entity, the LP backing this venture would own 20%, and then the new sponsor would have the remaining 60%, to ensure underwriters are focusing just on the new sponsor? But, still have a waterfall where the payouts would be completely different than the ownership. Is there a way to do this? Maybe 60% ownership for this new sponsor is common stock, but have mine and the LP as preferred? 

Brainstorm #2

Create a trust to own the entity purchasing the CRE, with me as the trustee. Can I appoint a sponsor to represent this transaction, while myself and the investor stay out of view of the underwriting team?

Open to other ideas! Thank you

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