Financing a property inside an entity sale

[Craig Jones]

We're looking at an STR in a jurisdiction with a cap on STR permits, which are not transferrable on change of property ownership. New owners have to wait a year before even joining the permit waitlist, and maybe another ~18 months to reach the top.

The property is currently held free and clear inside an LLC though, and the STR regs say nothing about change in control of an owning entity. So I think there's a path in buying out the current owners' LLC without touching the title vesting of the property itself.

I am wondering about financing for such a transaction and was thinking about a method where sellers add us as LLC members, we do a cash-out refi with LLC as borrower and personal guarantees from new LLC members only. Then the proceeds (plus our cash) buy the sellers out of the LLC. All wrapped in a contractual agreement to unwind it if the financing doesn't close for any reason. Anyone financed a deal like this?

The sellers have been operating it as an STR since before permits were required, so the info about non-transferability was kind of a shocker for them. Due to location / configuration it's probably not interesting as a primary residence, or at least not anywhere near the asking price. So I think they're very open to a creative deal structure.