Deconstructing a Reg D Real Estate Syndication Deal A-to-Z: Part 2

We're gonna take a deeper dive
into a deal deconstructed on a

syndication deal is a real
deals, just slightly modified so

that we can hide exactly what
the property was for privacy

reasons. Now, this will also
talk about the fees that you can

make and money making in there.
It is a blast from the past, it

was recorded about two years
ago. And I thought it would be

helpful to put out here today,
I'm going to be doing that

continuously now for for some of
the videos that I have before,

because they're useful, there's
great content there. And I want

to make that available and help
y'all. If you liked this

content, please feel free to
subscribe, it would really help

me out a lot. And you'll also
get notified when new videos

come online.

Here's what we're going to be
doing today is we're going to be

going back through everything
that we talked about last week.

And just a quick high level
overview. And then we're going

to go deeper into details such
as, how do we underwrite that

property? And then once we've
closed that escrow, how do we

make money on it and ultimately
sell the property where our

money comes from, and we'll go
from there. Alright. So here's

my screen. This is what we
talked about yesterday,

basically, we, and I'm going to
do this very, very quick. So we,

we looked at three different
properties from a very high

level, we looked at them through
the lens of our founder

investment theory, the
underwriting and then survey the

investors. We're gonna go deeper
into that underwriting in just a

moment. And then ultimately, we
came out and at the end of the

day, we said, yes, the Wilson
building is a property that we

would like to syndicate. So we
make that commitment, we put our

3% down. And then this begins
this process of where are we

We're in escrow, we've got 90
days to close it, and we've got

to race truck cars going at the
same time. So we've got the, the

race car of the transaction
going, that we need to get this

closed, and the race car,
syndicating it, finding

investors and making sure that
everything is working there. On

the syndicating side, we are we
formed the entity, we make a

choice as to which one of the
SEC exceptions we do, we'll put

our PPM together operating
agreement, subscription

agreement, start marketing it,
build that list, walk our

investors, and ultimately, they
latch on and give us the money

and we close. Meanwhile, we've
done our financing and our due

diligence on that side to make
sure we get the money on the

loan, in order to get to close.
And then we'll go through the

money part of that in just a
minute. So let's go ahead and

switch over to my other screen.
So let's go ahead and switch

over to the my screen, my Excel
spreadsheet. So this is a

underwriting template that I
have. And this is I'm gonna

give, I'm gonna be sending this
out, there's I'm gonna send it

out to as a tab in a more
templated form. So if there's

any comments you have about what
you don't like about it, you

know, I'd actually be very
interested to hear it. Because I

want this to be especially
useful. When I'll type kind of

talk as I'm going about the
changes that are coming to this

template. So that way, you kind
of can see the direction that

it's going, that this should be
out, I will send out this

spreadsheet itself, I'll send it
out as part of the notes for

this call. And then the template
itself will be coming out in the

next week or two because I kind
of want to pretty it up and make

it a little bit better than it
is. All right. So let's go ahead

and let me make it a little bit
bigger for people. So this is a

underwriting spreadsheet. It
starts with some assumptions,

and I've got a lot of things in
it. And not all of these things

are filled out. Because this can
be really thought of as sort of

a back of the envelope
calculation. And when I first

get a property, these are the
kinds of things that I'm

thinking about doing. And I am
doing some some perspectives and

there's even some other property
information in this in terms of

friends and things like that in
just just to give you a quick

rundown. So it makes assumptions
about your income and expense.

Your acquisition costs,
financing. Ultimately, what the

costs of insurance are how
property taxes work, I will say

we're in California. So I've
been using the property taxes

really add, I'm using it at a
little bit of a conservative

number of 1.25%, which is how we
work in California, other

jurisdictions are different, I
would just estimate what the

property taxes are going to be.
And then you can use this the

exact same way by filling in
that what the exit looks like.

And here, we're really looking
at growth factors and vacancy

factors, what lease commissions
look like, what capex looks

like, et cetera. Now, I, for
this spreadsheet, I use this

spreadsheet as a very, very
quick way of underwriting a

property. It's not the only way
I do it, I also use another

program, which I will probably
if there's time, I'll get to it.

That is a lot more detailed.
It's property called our DCF.

It's similar to Argus, I think
it's a lot easier than Argus if

you've heard of that. And it it
basically lets you get into much

more detail and much more
creative solutions. But this is

going to give you the basic idea
of whether it's an it's even

worth trying to syndicate this
property or not. So we have an

input screen. And basically what
we're doing is we're out we're,

we're spitting out three
reports. So we're going to be

spitting out a syndicator
summary, an investor summary, a

property summary, and then a
bunch of other things which are

useful as attachments into your
PPM I would not give these

indicators summary that's more
internal to see if it's worth

doing. So the we've got
different inputs here, I don't

use a lot of these be except the
purchase price, down payments,

things like that are useful, and
then this other income we are

going to use here. So the best
place, I think to start with

everything is what my mentor
taught me. And what he taught me

was that the everything is, is
the comes from the lease. So the

lease is the key of the deal. So
let's go ahead and put here is

the just a quick rent roll that
comes from the LM on this

property. So this was an older
property, I've updated the dates

and everything. So you'll notice
that on the dates, and he

basically is showing you
everything that we need to know.

So I take all of this data here,
a my lease abstract, or and I

start just applying it into my
into my spreadsheet. So you'll

see I've basically done that
here, I've put down the

different types of tenants
because I want to understand the

tenant mix. Well, I put the size
down. For base rent I'm used, I

decided to go with the
convention of dollars per square

foot per year, because most of
the people in accepting

California use that convention.
So we're going to use that

convention as well. But feel
free to change this to whatever

your purposes are. This is base
rent per month. And then other

income is for camps. Now I don't
have per unit cam charges here.

So what I've done is I've
actually applied that into the

the NOI and we'll get to that in
a minute. But basically, I

wanted to basically verify that
I've got you know, the same

number of square feet that are
that's being advertised, which

is the 1499 I wanted to make
sure see what my what my average

rent was, what my average
monthly rent was. And ultimately

I could see what what those are
as well. Now, I can also use

this vacancy if I had a vacancy,
you know, here, I could change

my equation to basically create
my my vacancy factor. So out of

this, I've got a base rent that
is then I've got my base rent.

And this goes into our NOI and
this is why this property is why

this spreadsheet is not quite as
flexible, as say a property that

we would be syndicating, and if
I would say it's less strategic,

let me put it that way. For
example, I may see that, in this

particular deal, I remember that
there was something specific

that was happening with the
sandwich shop with when its

lease was expiring that they
were way under market rent for

what they had, especially given
the fact they put in a lot of T

eyes and they put in a hood,
this, this dollar amount was

just low, so they were due for a
substantial increase. And then

there's also some other sub
market rents, I mean, $15, a

square foot for that space is is
not not appropriate for a print

shop. So there was going to be a
considerable amount of rent

boosts, there was also going to
be changes.

And what we do with the cell
tower, maybe or the Billboard,

and we'll talk about that in a
little bit as once the property

is going, but this is the going
in just Is this worth that idea.

And it's always, this is always
a game of bouncing back and

forth between what is what you
can do, how you can get the

numbers to be the way that you
want them to, without, you know,

without lying, but ways of
saying what are those levers

that I need to pull in order to
change the investment. So

ultimately, we're coming up with
a pro forma of operating the

investment. And we'll do a much
much deeper dive in a just in a

recorded session on building out
performance and underwriting as

well. We'll do a multifamily
we'll do retail, we'll do a

development piece. And maybe
something else if somebody else

has any, anything that they want
us to do, about how to basically

build out this pro forma and,
and get the most out of it. So

let's go through the numbers
real quick here to kind of

understand what we're doing. All
we've done, because what we're

trying to do is get that back of
the that that napkin bar napkin

overview is we're just taking
the potential rental income of

this place fully occupied for
the rent roll, so it's the same

dollar amount, times 12. And
then taking the other income

that's coming from here. So
that's coming from the cell

tower and the billboard. And
then we get at the end of the

day, we get our gross retail, or
rental income. Now, we always

apply a vacancy cost and a
credit cost. Now if you're doing

a very detailed underwriting,
you're it's gonna be kind of

baked in, but you to the extent
of vacancy, but you're, you'll

have maybe still some sort of
number for credit loss. And so

right here, we're just using 10%
to be conservative, maybe

vacancy in the areas 5%. So you
decided 10% was a reasonable

number to do it. And don't
worry, again, if I'm going too

fast, we're gonna have a much
much deeper dive on underwriting

in general. So once you've
subtracted out the vacancy and

credit loss, we get the
effective rental income. And

then we add in that other
income, other income is not

included, because it is not part
of the potential rental income.

That's, that's affected by
vacancy. So that's why it's

separate down here. And then we
get our gross operating income.

So all we've done for that is
calculate the growth of our, our

rents in our rent roll. So we've
just in this scenario, we've

just said everybody's on a 3%
rental increase. And then same

thing with the other with the
billboard and the cell tower

that these are on 3%. So those
are right here. The Bat growth,

and then other groups, what
we're doing is just seeing as if

everybody stayed and if
everybody had 3% rent increases,

what does this look like? So
then we come to our operating

expenses. I again, this is in a
particular order that I like I

do have a we have one recording
that's in the Knowledge Library

either now or it will be very,
very shortly like in a day or

two on on how to do this portion
of it, how to go through the

property details. sell property,
taxes, insurance management, I

have a ticular order I like to
do these things and electric and

gas water. Now, this is a triple
net property. And so we've we've

also included that number in the
answer. So I included that

number here under other rental
income. So these are the cam

charges that we got from the,
from the OM that was provided to

us that we were looking at. So
basically, we take these at the

end of the day, we've got
$81,000, which is 24% margin,

which is really quite healthy.
And then we at the end of the

day have a net operating income
of 262 924. And now, I actually

did massage these numbers down a
little bit, not the operating

expenses, I I massaged down the
the operating incomes, from what

they were in reality just to
make it a little bit simpler.

And so that's where we're at. So
now we've got that operating

income. And now we really need
to figure out okay, so we've got

all that now, what is how much
money is actually coming in. So

as a very quick refresher, we
have, we always have two kinds

of things we have everything
that takes place above the line,

and everything that takes place
below the line. Everything that

takes place above the line are
these things that ultimately

come to noi. And we say that
they are above the line, because

everybody is going to incur
these costs, any reasonable real

estate owner is going to incur
this. Now things that are below

the line are considered
discretionary. And so things

that are below the line are
ultimately gets us our cash flow

after taxes, which we'll show.
But for the most part, I don't

actually use cash flow after
taxes as a syndicator. Because

my investors may have different
tax positions than than I do, or

that I'm forecasting. I do put
it here just as because it's

easy to calculate, and why not.
But really, what I actually am

concerned with is getting to
this cash flow before taxes. So

to get there, we take our net
operating income, we subtract

out our annual debt payment. And
that is because, you know, debt

service is not something that
everybody has to do, I have

owned properties with that I've
owned properties. Without that.

It is not a mandatory thing. So
that's why it is a below the

line cost. Participation
payments are pretty rare, we'll

leave that out. Lease
commissions. Here, again, is an

example about how this is a
quick estimate. Because all

we're doing here is we're
saying, look, it's going to be

we're going to take that vacancy
factor of 10%. And we're going

to just apply the 6% leasing
commission across there, it just

setting a very normal level
playing field on what it would

be for just to get a quick
calculation at the end of the

day. Same thing with capex, we
did it down here, I just put in

$20 a square foot you may agree
or disagree. It's whatever you

think it is, you can put in your
own number there. Likewise, you

can stage this out over
different years, I'd like to

just use a quick calculation on
this to give me an idea.

Funded reserves. We started this
with a if you remember in the

very in the yes in last week's
call with a $50,000 reserve

account that we were funding.
And it's a good idea to keep

adding to funded reserves just
as a piggy bank, and that you

can come up with whatever
calculation you think makes

sense here 1% of and a Y is
pretty normal 2% is normal, I

wouldn't do substantially more
unless until it gets up to

unless you need it to get up to
a certain dollar amount. 50,000

for this property is reasonable.
And there's different metrics

you can do in order to get
determined what you think is the

best amount of your fund
reserves. Your asset management

fee is 1%. And 1% is a very
normal amount for an asset

management fee. So that's why we
Use that. And I also forgot to

mention that this property
management fee, I decided to

mark it three and a half
percent. And on this building,

it was marked to two and a half
percent, I wanted to mark it up

a little bit, because two and a
half percent is awfully low and

the lease is actually would have
supported even going up before.

But there was no particular need
to add that additional cost. So

at the end of the day, when you
subtract out all these things

out of your net operating
income, you get your cash flow

before taxes. And then what I
like to do is then take my cash

flow before the the my cash flow
before taxes per share. So this

comes from the investor summary.
And we looked at it just a

different different presentation
of this last week, it's not

substantially different. So
let's go through this and we'll

circle back to where everything
plugs in. So ultimately, you've

got a property, I like to start
at acquisition, you've got a

property that you're buying, you
know, you can buy it at 3.3.

You've decided that a reserve
account of $50,000 is

appropriate for this property in
order to do it, it's there all

triple net leases, it shouldn't
be too expensive, it's a pretty

high demand area. So you're not
expecting a huge amount in terms

of T eyes or additional costs.
50,000 should be appropriate.

Cost of startup is your costs
that include your filing fees,

your SEC fees, things like that.
Your cost of financing, this is

your points that you're paying
on as part of the deal. I like

to leave this in here, even
though it actually comes in at

the loan cost, I think it
actually helps explain it a

little bit better. Because you
actually do have significant

costs just to in order to obtain
that, and then it still gets

baked in. So your cost of
financing may include things

like your cost to either for
referral fees, if you're using a

broker dealer that will cover
some of those costs, your costs

of of like loan acquisition,
your appraisals, things like

that, that are going to be
necessary in order to do that.

Your acquisition fee is this In
this scenario, this is just your

brokerage fee. So this is
$66,000. It's just a 2% fee on

one side, and I have not baked
that into there could be an

additional acquisition fee. So
these are the numbers that

you're playing around with in
order to get this internal rate

of return ultimately, or this
average rate of return kind of

balancing out. Because as you
move these numbers around, so as

you move around your your total
cost to fund it, you'll see that

that this self sell and four and
25 and 45 is not included. So

it's just money that you're
assuming is going to go into

your pocket, which you could
invest as an investor, if you

will. But for this sheet, I
didn't do it that way. And so

this cost of fund is this
projected return. So you're

offering this this 1237 shares,
I almost always encourage people

to do the dollars per share at
$1,000 a share. It's an easy

number to work with. As long if
you're doing a simple things

like not a blind pool $1,000
that share works, you're doing a

blind pool, probably $100 a
share. But most of you are going

to not be doing blind pools
appears. So the number of

offered shares is 1237. And
that's just the number of shares

that you're putting out on the
market that you're looking for

investors for because ultimately
you're looking to raise this

1237 That's not the number of
shares that you're actually that

are actually in the investment.
So in this scenario, we're doing

roughly 10% We're doing

so we're actually doing 11%
More, this number could be as

high as 20. But when I was
calculating it with 20% it made

the return for the investment
for the syndicator terrific. It

just mushed the internal rate of
return down to a point where I

didn't think it was that great.
And my feel was it just should

have been a little bit better
for this property. I wanted it

somewhere around 15 1617 into
this. So ultimately I was trying

to drive there. This is your an
estimate. Then annual

distribution. And this is we
have it both in total and cost

per share. And that comes from
that this cash flow before

taxes. So this I like to say
it's at year one, because it

increases each year, right,
because cash flow before taxes

hopefully is increasing every
year with rent increases, which

ultimately gives us a return
that does not include

disposition. So all we're doing
here is we're taking the average

of our cash flow before taxes.
And then we are dividing that by

the share by the amount of
dollars that they put in, which

is the cost per share. So that
is, is six 6.29%. Your internal

rate of return then is the Well,
first we need to use to our

disposition before we get to
internal rate of return. And

again, we'll go through these in
a lot more detail. But I don't

want to be boring people with
with internal rate of return

calculations, for the people who
already have, have already got

it, the people who don't, that's
great, we can certainly go

through it, we'll go through it
in great detail. And there'll be

in video, so don't worry, we
will cover everything you need

to know. And if there's
something that's not being

covered, just ask. So our
disposition sales price, where

we just are calculating that
based on we were buying this at

an eight cap, based on how the
property positions itself and

what we know we are capable of
doing, we know that we could get

a we could get probably get this
down to a seven and a half cap.

If you look at it different
ways. And we'll also build this

spreadsheet out. So you can like
alternate between which scenario

you're going to use because this
has a substantial impact on your

on your bridge rate of return.
But let's say we can get it at a

seven and a half cap with those
regular rent increases, that

basically brings it down to
almost $4.1 million. So the

sales price, obviously, there's
a cost to sell it this is that

this is using a 6% cost of sale,
which means nine sides broker

fee that will be offered on both
ends. There, we have to pay off

the loan, which leaves us at the
end of the day of proceeds of

$1.944 million. There's also
this funded reserve account

Oops, that's not correct. So
that needs to be fixed. So this,

this is also a good example, as
you go through where you will

see that there is there's
something that's not right.

Because either you went through
it and put things in that or and

this is going to change your
internal rate of return as well.

So funded reserves is this
$50,000 Plus, we've been making

contributions.

Here

Okay, much more reasonable
number and see that dropped our

internal rate of return down to
13%. I'm glad that I made that

mistake, because that highlights
exactly part the process itself

is you may have decided I want
really I want to get 15% of

this. And so I need to find a
way in order to get that

improved. So how can we do that?
So there are a few levers in

order to do that we need to
either increase income, you

know, or increase cash flow at
the end of the day. Or we need

to decrease the cost per share.
And in this case, that probably

means just less shares that are
out there in the world. So how I

would do that would be I would
first look at my NOI and I would

say okay, well how can I do
that? Since since the current

management fees are kind of a
set cost. You know, that I'm

getting we could reduce this to
2%. Say we reduced this to 3%.

Now we're not going to see a
major difference, because it's

broken out amongst all the
tenants and old similarly, we've

got, you know, a $2,000 month
drop, but let's see the impact.

So we got a 1% impact there, I
would want to get at least a

little bit more. And so I
probably would do that by

reducing the costs of my

I would do it by, say, pumping
back. My, well, I think the

first thing I would look at is
what would happen if I pump back

in my part of my feet here. So
let's remember what I'm doing

here I'm doing, I'm cutting my
feet in half. And what I'm going

to do is I'm going to put that
into the property itself. In

order to do that, and what
that's going to do is, it's it's

going to reduce the costs that
this is plus, add that to now

I'm reducing that total cost.
Now, it's not going to reduce

everything yet, because we need
this will be now equal to.

1204 And then this, remember, I
wanted that really just 10%

higher

to give me a rough ballpark, now
probably brought my return down

just a little bit. Let's see
what was our actual number, I

can do it this way. increase, so
I'm still at 14 and a half

percent. All right, I probably
can accept that. I would like

15, ideally, but I probably I
know that I've got some things

I'm gonna be doing with all of
these tenants, that's gonna bump

that up. And so for a very quick
summary, what I would do is I

would first say, okay, that's
what it's going to be for right

now. And then this is just my go
forward analysis. And I probably

would use this for to start
marketing and just say, look, I

there's a lot of juice left in
this property, this is being

exceptionally conservative,
we're gonna get that number up

to 60 and 70%, I think through
some different value added

techniques that will drive that
that return. So that's how we

would do it. So I'm glad we
found this error because that is

going to highlight exactly what
we need to do here. And so this

is our property. Now this screws
everything up because that's now

so let's say I kept I don't need
a negative but let's say I kept

a missile is pulling from the
wrong field.

So now we've got this, we've got
the projected returns here. This

is what we're promising
investors. Now this is part of

our profit. This is our money
here. So we got the brokerage

fee that we've decided we're not
going to put back into the

property and that's the $33,000.
So the the total of 66, half of

its going in half, half of its
going into our pocket or you

could choose to buy up shares,
whatever. In this calculation,

we're not buying up shares. We
decided we're going to be doing

distributions every 12 months.
We've got the asset management

fee, which is calculated on that
over here asset management fee

and then we've got our property
management fees still and then

our ownership distributions and
this is based entirely on the

spreadsheet in investors. So
Based on this spread of how many

shares are owned, so when we do
this deal, so we can expect

every month we're going to
basically be getting, this is

only in the wrong number because
of that this is wrong.

So every 12 months, we are going
to be getting this money, and

it's going to be increasing,
this is really only for year

one, we're going to be getting
$3,300 Pretty good. At the time

of sale, we also have money
coming in, right, we've got the

sales price that we've already
determined. Now we've got a

brokerage fee of 3% that we've
already baked in, which is a

commission of 123 630. So this
has our this has the amount of

money that we're making every
quarter or every term, this is

incorrect. This is to calculate
essentially our net present

value. And I'll fix that
calculation here. Now why do we

do net present value, and why is
this calculation is off, we do

net present value to see if it's
worth our time to to basically

do this in do this investment.
Here, we're going to be three to

$3,000. Down, I'm just
calculating based on very quick

numbers. To get what the value
is, and all I'm getting here is

not that I need to get calculate
my disposition share cost as

well. But we'll see that if my
net present value is approaching

zero, I need to really think
long and hard. If it's worth it

for me to send a kid, every
dollar that's over it is is is

being is discounting the money
that I'm getting at 10% return

which is great for my time that
I've put in. So that that might

be a little confusing right now.
And we'll go over that in more

detail in in the underwriting
section. Because it kind of

goes, we need to have a long
talk about IRR. And when then we

can talk about it net present
value. Basically, though, this

is a property that you're going
to make a lot of money on, your

investors you think is like are
likely to be able to get up to

15% 16% 17% made definitely
below 20. But you know, you're

certainly going to be able to
pop it up. And we'll go into

some more details on on how we
add value in just a minute. But

first, are there any specific
questions about this

underwriting portion? Knowing
that we went very fast? And that

will cover it in much, much more
detail? Not all at once. Well, I

mean, we're gonna be able to get
a copy of the file, right?

Absolutely. Yeah, it'll be on
the show notes on workplace by

the today. I mean, it's here it
is. Okay. And certainly, if you

have any questions on that, or
how did you calculate that this

or anything like that your
questions are more than welcome.

Just post a blog post on
workplace is probably the

easiest place because then I can
answer it a little bit quicker.

Alright, so let's go ahead and
talk about another portion of

this. So let's stop the share.
And I'll share something else.

So back to my whiteboard. Okay.
All right. So here we are, we've

closed the property. And now
we've got a basic, we've got

some underwriting. So what do we
need to do now? We've promised

investors a few things. So,
promise. So we've promised them

monthly distributions. Now you
can distribute monthly, you can

distribute annually, you could
distribute quarterly, you can do

whatever you want. Monthly, is
kind of a pain. But it's, in a

sense, it makes more sense than
quarterly. If there's a lot of

things going on and your cash
flow make make more sense if

it's monthly as well, because I
think it's generally easier to

do everything at once.
Especially if you're the

property manager from all
expenses of the property and all

of the expenses and
distributions of the InVEST So,

expenses of the investment is
your if you have taxes that

accounting fees, your bank and
your asset management fees. So I

think it makes most sense to do
it monthly, it does not make any

sense. And it is horrifically
awful to have everybody on a

different schedule. I've done it
in it's horrible. So get them

all on the same schedule. Most
people are good with monthly The

only people who may have a
problem with monthly as people

using their SEP IRA. We can go
into that detail when we have

we'll have another vendor call
about SEP IRAs. So let's go

through this. So how what do we
do first, every month now we are

making a distribution and you
are sending them a report I have

a template for reports. There is
also a very detailed walkthrough

of the reports in the Knowledge
Library if it's not there today,

it'll be there this week on
exactly how we do these updates.

Basically, I'll give you a very
very high level view of what we

are of what we go through what
we're really looking for is

we're looking for your to give
them a helps first I like to

give them pics you know couple
pictures of the property and

date the date the pictures, so
that way they know that you are

keeping an eye on July one

then I like to have sort of a
cash flow summary

a notable expenses

then there's detail under here.
Then there is your occupancy

summary there is a discussion of
any rent delinquencies.

We talked about the reserves,
because that's their money. They

won't forget it. So that talks
about how much is in reserves

and then a investment overview.
And here I'm giving just some

more metrics about the
investment as a whole. And then

I break it down into even more
specific key investor math

tricks. This is basically how
well their investment is

performing different yields and
then a summer so what I'm trying

to do is I'm sending them this
email every month. And it's very

simple once you've built
basically a template for

yourself to just plug all these
numbers in and if you're doing

your own property management or
their or you're having it done

for you, most of this number is
going to come directly from them

anyway. And so it's very, very
quick to to plug it in, and your

investors will always know
what's going on nobody's going

to object to seeing this every
month so this will make them

feel much more comfortable. So
these things are going on all

the time, right so every month
we're doing this now at the same

time we're looking we're doing a
few different things and there

are other things that are in the
core that are that we are

continuously looking at. We're
always looking at what I call

the three options which are you
know, hold refinance or sell we

are always looking for value add
opportunities and in this in the

case of Wilson we know we've got
a a cell tower and a billboard.

Those may be value add
opportunities for us so those

would probably Believe bear a
stronger look at now it isn't

necessarily that a value add
isn't now always going to be,

you know, re tenanting or
restriping, what you're doing

with a value add, really the
goal is to get the cash in your

investors hand quicker as part
as quickly as possible. Now, if

you think that you can sell your
cell tower or your billboard or

both, to a good buyer, and they
do exist, they pollute just by

those, then maybe you want to
sell that at the very beginning

and return a huge amount of
money back into your investors

hands in order to in order to
give them that money sooner,

which means your IRR is going to
go up. Because as you go down

this T bar of IRR, you know
you've got your negative 1000

You know, you've got dollars
amount here. And then

ultimately, here you have your
dollar amount plus your

disposition. The larger you make
this money sooner, the sooner

you give them this money, the
the larger your internal rate of

return is going to be which
means your your performance is

generally going to be better.
You if you can say look

investors, we may do a 25%
return it's true, you did you

made them a 25% return
annualized over the course of

the investment by giving them
that money sooner. So that is

another portion on this
particular deal that I would

think is a value add
opportunity. There were also

others such as changing the way
tenants work, upping rents and

things like that. And I know
we're not going to have time to

go in detail on like how to do
that in this particular call.

But we can go over that in I'll
show you the tool that I like to

use, maybe on the next call if
people want to see that. And

then ultimately, we are so we're
looking for, you know, our

options do we hold do we sell do
we refi or managing that

property, this is their asset
management piece. And this is

our asset management piece.
These are the two biggest parts

of asset management besides that
communication. So that is what's

taking place under all this, all
of these is we are managing the

asset. Ultimately, you're going
to decide, Okay, it's time to

sell. Most of you will put that
final decision in voter hands.

And there is a video also in the
Knowledge Library about how you

actually do a vote. It's right
now it is located in within the

operations of the core section
and in the it's in the

communication subsection of
operations. But there will also

be an additional one that's
under the exit because

ultimately we need to make a
decision on selling. And there's

a template that we have also for
you on how you gather the votes

and starts off first, do you
have 51? Do you need 51% of the

votes? Do you need 75% of the
vote? Whatever that number is,

you make a case for how you
would make that determination.

And then you'd put it out there
to vote. If enough people vote

to sell, then you sell the
property you circling back on

the question that we often get
is yes, you can take brokerage

fees on this. And that is you
can take your brokerage fee if

you want for the sale of the
property, regardless of if you

have, I believe regardless if if
you have a license in that state

because you are acting in the
interest of an asset manager,

not a broker in that context.
And you can tell escrow to pay

you accordingly. And so as long
as it's been disclosed that

you'll be doing that in your PPM
you will be fine. And then we go

to you'll go to sell and you
will run the transaction just

like you do any other
transaction. You will market it

you know ultimately your choose
a buyer. I would give yourself

when you're voting some leeway
on how you would make a decision

for it and have a rational basis
for that you can explain on why

you would choose this particular
buyer. We talked about that in

the in the core as well, and
that is, you know, on a part of

the exit and market section. So
choose a buyer, and then you're

just making sure that all your
due diligence and disclosures

are done. And then it closes.
One, once it closes, you're now

in this interim period where you
need to finalize everything. So

this is the finalized section of
the exit part of the core. And

under finalize, what we're
really looking at doing, from

the assets point of view, is
we're looking at taking that

distributor or paying off any
extra costs. And this oftentimes

is paying off a you know, your
final accountant, your final tax

bill, making sure that's done
making sure everybody's up on

their taxes, so that everything
can just take place seamlessly.

And then you distribute, you
give a final report to your

investors. And and then you
close the entity when you're

doing this final report, you're
of course, you know, doing your

your investor relations as well
to try and encourage them to

invest in other things with you.
And that is the basic property

process of what we do. And so, I
will also include the quick

spreadsheets that I have for
calculating the existence this

share

I will distribute this one as
well. But the that basically

has, you know, a quick way of
calculating what, who your

investors are, what the
distributions look like things

like that. So that way you can
see, you know how you can keep

track of your monthly
distributions or your monthly

distribution amounts. And
ultimately, you can use that

same sheet to calculate what
your final dispositions look

like.

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