Just bought a 140 unit property. Here’s how I financed it (thanks BP!)

Just bought a 140 unit property. Here’s how I financed it (thanks BP!)

Brian BurkePro Member
Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes

It’s always exciting to buy an off-market multifamily property, and even more exciting when the Houston Business Journal runs a story on it!

The property is a 140 unit class-C apartment complex in the Houston Texas market. The deal was financed with a $4 million loan from a national CMBS lender, and $2.3 million raised from a private offering (Reg D 506). I've got to give credit where credit is due, some of this money originated from contacts I met right here on BiggerPockets. If anyone doubts that BP can help you accomplish your goals, I hope you are a believer now!

I got the deal off-market from a broker that I’ve worked with before. He knew a seller that needed to sell right away and wanted a buyer that they knew would perform. This is why I’ve always stressed that track record means a lot in this business. It is your track record that will get you deals, and it is your track record that will help you raise money to pay for those deals.


I frequently get asked about the costs to purchase a deal of this size. Many newer investors underestimate the capital required to do a deal like this and get caught short. Since running out of cash is very unforgiving, here is a synopsis of what to expect (using figures specific to this deal but at least it gives you a general idea):

$10,000 entity formation, operating agreement, PPM and subscription agreement
$40,000 loan fee
$21,000 closing costs
$16,000 in due diligence costs (reports, etc)
$17,500 legal fees for the lender
$5,000 legal fees for the buyer
$20,000 utility account deposits
$45,000 prepay first year’s insurance premium
$40,000 fund lender’s impound account
$600,000 for capital improvements
In addition to the above, don’t forget cash reserves!

Thank you everyone for allowing me to be a part of the BP community. I look forward to sharing more success stories in the future, and I’m sure that this forum will continue to play a role in that success.

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Investor · ATL-MOB-DFW-STL-IND, AL · Member since 2011 · 87 posts · 13 votes
13y

@Brian Burke Yes, writing it up into case study (past and ongoing) would be great - to cover main points like: biz plan or objective coming in (turn-around/value play?), market cap rate vs. deal's cap rate, negotiation process, occupancy before and target after, exit strategy/s, how syndication was formed, selection of PM/local power team, ongoing asset management tasks etc.

@Brandon Turner may be a good literary writer but no one can tell this case story with the same completeness, conviction and in your own brand of project management as you alone can.

It would be cool if you can share with us specifically how you 'recruited' investors or cash buyers from the BP community to syndicate this deal. Thanks for your inspiring story!

See this reply in the discussion

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  • Real Estate Broker · Cypress, TX · Member since 2013 · 824 posts · 470 votes
    13y

    Hey @Dennis Treacy . This complex isn't distressed, as Brian has mentioned previously. The value add is via rent growth. Houston, along with some other large markets, are in for a perfect storm of low vacancies/high demand, which will increase rents, which leads to increased value. There's a lot of building going on in Houston right now to meet demand.

  • Clarksville, MD · Member since 2012 · 67 posts · 8 votes
    13y

    @Mitchell M. : Brian made reference in an earlier post to sharing cash flow with his investors after an 8% return on capital for them was achieved, and I recall his share was 30%.

    @Brian Burke , does the same ratio hold upon sale? Also, could you share generally how you negotiate these with investors, and what factors come into play?

    Thanks!

  • Contractor · Philadelphia, PA · Member since 2009 · 85 posts · 65 votes
    13y

    Sharon,

    What was I thinking? I have two customers who have had enough of regulation, taxes and unions and other issues concerning their businesses in PA, both have moved to Texas somewhere.

    I will assume they found the least taxed and regulated area to set up shop.

    Why Texas chose to join the USA in first place is a mystery to me.

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Jim Farrell , yes the profit split structure is all-inclusive. It includes periodic cash flow and gain on sale. Most of what I will receive will come from the gain on the sale, the investors get most of the cash flow by virtue of the 8% hurdle. In years 4 & 5 I might expect to see some excess cash flow where it would exceed the hurdle (and all accumulation from years that it fell below the hurdle).

    As to your question on negotiating with my investors, the answer is simple. I don't. I model the acquisition and the investment structure in a way where the forecasted return meets the expectations of the market (by "market" I mean investor appetite). Some investors will want in, others will not. If I were to negotiate, I'd have as many different deal terms as I do investors, and that doesn't work. And to try to put them in a room and negotiate with them as a group? Disaster! Instead, you just have to know your audience and provide something that people want.

  • Philly Area, PA · Member since 2008 · 297 posts · 27 votes
    13y

    Hi Brian, I've read through most of the thread and again it's really awesome info. I think I may have missed but what type of setup do you have? 504, REIT? Also how do you deal with the taxes. Thanks Rocco

  • Real Estate Consultant · Camarillo, CA · Member since 2010 · 2k+ posts · 1k+ votes
    13y

    Congrats Brian,

    Always good to hear a fellow Californian doing well in Houston. Our 60 unit should be closing in October. Would love to see your property on our next trip down there.

  • Will BarnardPro Member
    Moderator
    Developer · Santa Clarita, CA · Member since 2008 · 15k+ posts · 10k+ votes
    13y

    Brian, congrats on your new deal.

    A previous poster mentioned the $45k per door and 10 cap which was quoted as the all-in (including repairs). I just wanted to point out that the all-in is what matters so yes, you paid $45k per door which is apparently on the high end of the C class for that area, but as you pointed out, it is a stabilized operation at 92% occupancy with very little differed maintenance. Getting this at a 10 cap is a great deal, regardless of the one comment that you should expect 15 caps. Talk is cheap in my book.

    Give me a heads up on your next deal you are looking at, I am interested.

    Will

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Roc P. this was a private placement exempt from registration under Reg D rule 506. The entity is a limited partnership so all taxes flow through the entity and are reported on everyone's personal 1040. Everyone receives a K-1 containing the needed information for tax reporting.

    @Jeff Greenberg congrats on the acquisition of your 60-unit! That's awesome! I'm glad to hear that I'm not the only one raining on @Tom Lafferty 's parade.

    @Will Barnard yes, absolutely true that all that really matters is the all-in price. I know that you know this but for the benefit of those that do not, it is important to distinguish that there is a difference between all-in capital and all-in basis. In most cases all-in capital will exceed basis because you need to have capital for reserves, utility deposits, etc that are either retained or refundable (meaning that in this deal all-in basis is still lower than $45K/door). I'm glad you brought this up though, because I don't think I explained that very well previously.

  • Real Estate Agent · Los Angeles, CA · Member since 2013 · 42 posts · 0 votes
    13y

    Congratulations Brian!

  • Plano, TX · Member since 2013 · 226 posts · 156 votes
    13y

    oh now that's just wrong! Actually I guess it's only fair since so many here have been buying poorly run properties from California owners. It seems many long distance owners are not quite the professional, diligent buyers/operators that you are.

    I'm looking at a 104 unit this week that I think is way overpriced, but I've also been told they'll probably get their price. Ill let you know where they're from!

  • Philly Area, PA · Member since 2008 · 297 posts · 27 votes
    13y

    Brian, again this is one of the best threads. I think investors, myself included, sometimes get stuck on the little deals, where as if you can do one big deal with using OPM, you have a grand slam.

    Is there any chance of a case study for this property or something similar. Thanks Rocco

  • Orlando, FL · Member since 2013 · 7 posts · 2 votes
    13y

    Hello Brian,

    I just want to congratulate you for this great accomplishment and a great lesson for all of us in this wonderful community of investors. I had read before about the PPM and the 506d vehicle in Ken McElroy book The Advance Guide of Real Estate Investing, but the way you did it was absolutely remarkable. If you don't mind it, let me ask you a couple of questions about the deal structure:

    1. Did you use a Broker dealer or Financial Advisor to put in the market the offering and help you to find qualified investors in a short period of time?

    2. I have read from McElroy's book that the investors receive ownership interest in the LLC according to their equity contribution. What mechanism you used to calculate how much interest are you going to give to each investor according to their contribution?

    3. How you maintain control over all the decision making while you could end up giving away the majority interest to your investors? It is through a GP entity that you control? Does the GP retain majority interest in the LLC as well?

    Thanks in advance for your valuable feedback on this and congratulations again for such a great deal.

    Best regards,

    Alex Casablanca

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Account Closed

    1. I did not. All of the investors in this opportunity are either in other deals with me or heard about me from people in my other deals, read a news article about my company, or found me thorough some other type of networking.

    2. In an LLC, you can use special allocations to distribute profits however you want, it isn't like stock ownership where the amount of owned stock dictates percentage. The structure between sponsor and investors is laid out in the LLC operating agreement. Figuring out the ownership percentage of each investor as it relates to all investors as a whole is simple, just divide capital invested by each investor by the total capital invested by all.

    3. The LLC operating agreement specifies what the GP is allowed to do, and what must require a vote of the membership. People invest with me because of my track record, so it is actually preferable for the GP have as much control of the operations as possible. The investors would rather rely on me, who they know, versus relying on the decision making ability of fellow investors that they don't know. That doesn't mean that I get to do whatever I want, though. Certain major decisions that deviate from the original plan would require a vote of the membership, which is just good business.

  • Investor · El Dorado Hills, CA · Member since 2012 · 1k+ posts · 1k+ votes
    13y

    Note to self: sell more insurance in Texas. The wind premiums in coastal Texas are insane. $321 a door for insurance is very steep compared to the rest of the country.

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Joe Bertolino yes, I agree completely! The insurance is very high. Harris County is worse than Montgomery County so we saved a little there, but Dallas & Austin are somewhat less. Still high compared to many other areas though.

  • Investor · Mission Viejo, CA · Member since 2012 · 627 posts · 204 votes
    13y

    Perhaps you do not want to state numbers, so what percentage return on what you have invested do you plan to have made at year 5?

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Stephen Masek if my projections (which are pretty conservative) are met and not exceeded, I expect that the investors will see an IRR in the mid-to-high teens. Of course, if those projections are not met (which is always possible) the IRR would be less, and vice versa.

  • Orlando, FL · Member since 2013 · 7 posts · 2 votes
    13y

    @Brian Burke

    Brian, thank you very much for the quick response, it was a very valuable information. Btw, I just listened podcast #3 yesterday and I found your story very inspiring and remarkable. Like @Brandon Turner commented on the show, I see you and I want to be like you some day. Keep up the great work!

    Regards,

    Alex Casablanca

  • Investor · Washington D.C. · Member since 2013 · 94 posts · 18 votes
    13y

    Hey @Brian Burke ,

    Well done! Houston is a great market to be in. Do you also get the benefit of carried interest, or is it strictly 70%/30% above 8% preferred, plus asset management fees? Thanks.

    -P

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    Hi @Paul Khazansky , I agree it's a great market. My carried interest is limited to 30% of the profits after the investor receives 8%. In addition to the carried interest, there are asset management, acquisition, and disposition fees. The bulk of the sponsor compensation will be realized via the profit split.

  • Investor · San Jose, CA · Member since 2012 · 2k+ posts · 3k+ votes
    13y

    Hi Brian,

    I wanted to congratulate you a while ago, but this thread for buried way down there. Congrats on another great deal. Thanks for sharing this thread with us.

  • Investor · Edmond, OK · Member since 2011 · 166 posts · 31 votes
    13y

    Wow, what an accomplishment. Thanks for posting it, Brian!

  • Orlando, FL · Member since 2013 · 7 posts · 2 votes
    13y

    Hello @Brian Burke

    I'm now working with an Investment Summary for a similar deal as yours and I would like to make sure that I'm in line with their expectations. I know that each deal has its unique characteristics, but I would like to know some reasonable benchmarks in terms of what are the usual economic terms offered to private investors in multifamily RE transactions.

    Interest rate - What is the interest rate range that is usually offered? Let say between 8-10%, or it is less than that considering the fact they also have ownership interest? Does interest is usually paid monthly or annually like a dividend?

    Cash flow distribution or special allocations - What percentage of the cash flow is usually distributed. It is usual to not distribute profits during the first years or what exactly investors are expecting in that regards?

    Profitability - There's any other "must have" that these kind of investors will be expecting in terms of profitability in exchange for their money?

    Thanks in advance for your feedback on this.

  • Plano, TX · Member since 2013 · 226 posts · 156 votes
    13y

    @Account Closed , I hope you dont mind me chiming in since you asked about Brian's deal, but hopefully it will give you another perspective in addition to his....

    I'm currently working on a multifamily group purchase, and will tell you how your questions apply to my situation. I'm also evaluating someone else's deal this week that I may put some IRA money into as a passive investor, and their deal is structured the same way, so the info below will apply to both.

    Interest rate: We will not have a preferred rate. Our investors will share equally in the return of the property, both in monthly cash flow as well as any capital gains at sale or proceeds from a refinance. This return is after a subordinate interest on cash flow and gains that will go to the sponsor, but only after all investors have gotten 100% of their initial investment back. The sponsor will begin getting the additional returns with the first distributions, but if investors have not gotten their initial investment back at reversion, any sponsor returns on those gains don't kick in until they do. There are also deals out there that grant additional equity up front for the sponsor. For example, an investor puts up $100,000 and the deal sponsor gets a percentage right away, regardless of performance. I don't like that setup because it gives money to the sponsor before they've earned it. A sponsor has to be careful with that structure because it can be treated as earned income immediately and would be a huge tax hit. If the sponsor was granted 20% equity in the $100k above, he'd show $20,000 in earned income.

    Cash Flow Distribution: This really depends on the deal. On the passive deal I'm looking at, it has a lot of rehab, so there likely won't be much of a return the first 8-12 months, and this is clearly spelled out in the PPM. I know many people that invested in stabilized properties that began getting returns from day one, although distributions are generally made each quarter. On the amount, it seems to depend on the sponsor. I've seen some that distribute any money above a set amount in their operating account (say one months expenses + one months debt service), and some that kept a bigger cushion in the property's account.

    Forgive me if all this is too basic, I just thought you might like to hear the perspective of a much smaller scale person than Brian!

  • Brian BurkePro Member
    OP
    Investor · Santa Rosa, CA · Member since 2012 · 2k+ posts · 7k+ votes
    13y

    @Account Closed great questions, and @Tom Lafferty provided a very good response. I can't tell you what is typical, because one thing I've seen in my years of doing this is that there really is no typical. All deals are different.

    To me it's all about structuring the investment in such a way that allows me to raise the money with the least amount of headwind. You want to provide your investors with an opportunity that will interest them so the return needs to be compelling enough to convince them to want to invest in your deal instead of their other options such as stocks, mutual funds, other businesses, etc.

    When you study the economics of your property, and conservatively forecast the future performance, you'll see how much of the deal you can carve out for yourself. Don't carve out too much, or you'll lose investors that focus more on how much you are getting rather than how much they get (yes, this does happen!).

    Also remember that a deal structure that works for another investment sponsor might not work for you, and vice versa. The relationship you have with your investors and your track record will have a dramatic effect on what works and what doesn't. If this is your first syndication and you are recruiting investors that haven't invested with you before, it'll have to be a pretty amazing deal to sway the risk/reward equation in your deal's favor. On the other hand if you've done this a few times before and you are working with repeat investors, the trust that you've built will be the thing that will help you close the deal.

    So now that you see all of the variables, here's what worked for me. Investors getting 100% of the return until reaching an 8% IRR, then 70% of the profit thereafter with distributions paid quarterly. Distributions are only made as cash flow allows, and undistributed investor allocations accrue and are either paid in future quarters, or to the extent that they remain unpaid at the exit, from the proceeds of the sale. IRRs tend to range in the teens. If you use that mold as a baseline, you can adjust in one direction or the other to find the right fit for you. Good luck!

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