Structuring a senior living campus where one investor ends up owning a home debt-free

Structuring a senior living campus where one investor ends up owning a home debt-free

Spencer ThomasPro Member
Investor · Pompano Beach, FL · Member since 2023 · 17 posts · 2 votes

I am advising on a new construction senior living project in Central California. Four residential care homes. Fifty eight licensed beds. The operator is a family business that already runs two homes in the same market. Both are full. Both have a waitlist.

Demand was never the hard part. The stack was.

We started by writing down what each party actually needed, then built around that.

One long time investor wanted a simple position. One home. Owned outright. No debt on it. No fractional interest in the other homes. So that investor is acquiring and building the first home and leasing it back to the operator on a triple net basis, the same structure they already use together on the existing homes.

That investor is funding part of the position by selling other property and routing the proceeds through a 1031 improvement exchange into the construction. Anyone who has done one knows the clock is unforgiving. The intermediary and the CPA signed off on the sequence before anyone drafted documents.

The land for all five lots is carried on a short term land loan. It retires when the main construction financing closes.

The other three homes are being financed with an SBA 504 structure for the owner operator. Done right, that structure leaves the operator with a much smaller cash contribution than conventional construction debt would require. That matters for a family operator whose cash is better spent opening well than sitting in a down payment.

Preferred equity fills the last gap. It is the most expensive layer, so we sized it last and kept it as small as the rest of the stack allowed.

Lesson I keep relearning: structure follows constraints. Once the investor rules were clear, one home, no debt, no fractional ownership, the rest of the stack almost designed itself. When we model first and ask later, we end up rebuilding the model three times.

Question for the group: if you have used a 1031 improvement exchange on new construction, how did you handle the timing between the sale, the identification period, and draws? That is the part I see done wrong most often.

0Reply
247 views

Most Popular Reply

Ashish AcharyaBusiness Member
CPA, CFP®, PFS · Sarasota, FL · Member since 2017 · 5k+ posts · 3k+ votes
1d

Spencer, I like how you’re approaching this by working backward from the investor’s actual ownership requirements rather than trying to force everyone into the same structure.

The piece I’d watch closely on the tax side is making sure the construction, ownership, and exchange timeline all stay aligned. With an improvement exchange, it’s not enough to simply have the cash committed to the project. You want to make sure the qualifying improvements and the way the property is held are properly coordinated within the exchange structure.

I’d also want the basis and eventual depreciation treatment mapped out before the construction starts, especially with the investor owning one home outright while the operator owns the others.

Sounds like you’ve done a good job getting the CPA and intermediary involved early. That coordination is probably just as important as getting the financing right.

INVESTOR FRIENDLY CPA®4.9242 Reviews
TaxMD® | Tax Planning Software
See this reply in the discussion

5 Replies

Jump to latestLatest
  • G. Brian DavisPro Member
    Investor · Hatboro, PA · Member since 2016 · 3k+ posts · 890 votes
    3d

    The waitlist is obviously encouraging, but I’d still want to know how much of that demand is transferable to the four new homes. Two full homes are a good track record, but going from two homes to 58 additional beds is a pretty big jump for a family operator. I’d be looking closely at the operator’s experience, staffing plan, costs to get the homes open, and what happens if it takes longer than expected to reach stabilized occupancy. The financing structure can look great, but ultimately I’d want to know that the underlying business can support all that new capacity.

    • Spencer ThomasPro Member
      OP
      Investor · Pompano Beach, FL · Member since 2023 · 17 posts · 2 votes
      3d

      Great question, and it is the right risk to focus on. A waitlist is not occupancy.

      We treat it as intent, not as a lease. Families on a waitlist still have to match on care level, price, timing, and location, and some will have already placed elsewhere by the time a new home opens. So we underwrite lease up in phases, not as 58 beds filled on day one.

      The operator advantage here is real but specific. They already run homes in the same market, so they know the licensing, staffing, and referral sources. The risk is scale. Staffing two homes does not automatically staff six. That is why opening budget and a staggered opening matter more than the waitlist count: hire and train ahead of each home, open one home at a time where possible, and keep a reserve for a slower ramp.

      If lease up runs slow, the question is not just demand. It is whether the first home is staffed well enough to earn referrals for the next three. That is the part I watch closest.

      For anyone who has opened senior housing, what lease up ramp did you actually see, and what slowed it most, staffing or referrals?

  • Technology · New York, NY · Member since 2026 · 48 posts · 9 votes
    2d

    Spencer, G. Brian's capacity question is the right one, and it resolves in the debt sizing, not the waitlist.

    Run the fixed charges. Three homes at $2.4M all-in, 504 at 90% LTC, blended debt constant near 0.095 across the first mortgage and debenture, that is roughly $615K of annual debt service. Add NNN rent on the debt-free home at an 8% yield on $2.4M, $192K. Fixed charges near $807K. Stabilized NOI on 58 beds at $5,000 per bed per month and a 68% expense ratio is about $1.08M, DSCR 1.34x. That clears a 1.25x floor by a hair, at full census.

    Now the S-curve. At month nine of lease-up, 70% census, NOI is roughly $500K and DSCR is 0.62x. The 504 sizes on LTC, not LTARV, so a 10% construction overrun puts you at 100% LTV with no appraisal cushion and no room to resize. Horizontal infrastructure runs $85K to $120K per pad in Central California and is spent before the first resident pays. That carry is the real equity gap, not the down payment.

    On the 1031, the 180-day completion clock, not the 45-day identification, is where improvement exchanges fail. Draws must flow from the intermediary. If the last draw lands after day 180, the residual is boot.

    What is the operator's DSCR at month twelve with the home-one NNN rent treated as a fixed charge?

    • Spencer ThomasPro Member
      OP
      Investor · Pompano Beach, FL · Member since 2023 · 17 posts · 2 votes
      2d

      You are right to move the question from the waitlist to the sizing test. We do not size on stabilized income alone.

      We run coverage in layers. First, debt service on the financed homes plus the triple net rent on the debt free home, treated as a fixed charge, against stabilized income. Then we rerun the same fixed charges against a lease up case and a slower case. If the lease up case does not carry the fixed charges with room to spare, the stack is too tight, no matter how strong the waitlist looks. I do not post deal level coverage figures in a public thread, but that layered test is the one that matters.

      On overruns, your point about horizontal cost is exactly where this kind of project slips. We separate construction contingency from appraisal cushion in the model, so an overrun is not quietly paid for by assuming a higher finished value. The pad, road, and utility work gets priced on its own, before we talk about finished home value.

      On the 1031 improvement exchange, the construction schedule has to serve the exchange schedule, not the other way around. Identification and completion clocks are fixed, and the intermediary controls the draws. If the build slips past the completion window, the exchange treatment is at risk. That is why the intermediary and CPA sequence was settled before documents were drafted.

      Question back to you: when you size senior housing, do you treat triple net rent as a straight fixed charge, or do you haircut it for operator risk in the lease up year?

  • Ashish AcharyaBusiness Member
    CPA, CFP®, PFS · Sarasota, FL · Member since 2017 · 5k+ posts · 3k+ votes
    1d

    Spencer, I like how you’re approaching this by working backward from the investor’s actual ownership requirements rather than trying to force everyone into the same structure.

    The piece I’d watch closely on the tax side is making sure the construction, ownership, and exchange timeline all stay aligned. With an improvement exchange, it’s not enough to simply have the cash committed to the project. You want to make sure the qualifying improvements and the way the property is held are properly coordinated within the exchange structure.

    I’d also want the basis and eventual depreciation treatment mapped out before the construction starts, especially with the investor owning one home outright while the operator owns the others.

    Sounds like you’ve done a good job getting the CPA and intermediary involved early. That coordination is probably just as important as getting the financing right.

    INVESTOR FRIENDLY CPA®4.9242 Reviews
    TaxMD® | Tax Planning Software
Join the conversationCreate a free account to reply, vote on answers and follow this thread.