A case study in how a second capital call dilution can cost more than the operating miss
Take an LP position of $200k in a $6.4M LP raise, 3.1 percent, on the conversion of an older full service hotel into a dual-brand select service property in a secondary market, 148 keys after conversion. PIP and conversion budget $9.4M, about $63k a key, with a 5 percent contingency line, and a bridge loan at roughly 72 percent of cost, three years with two one-year extensions. Two things go wrong here, and they are not the same size. The operating miss: underwriting assumed RevPAR of $92 by month 18 post-opening, and the property delivers $71 with a RevPAR index of 88 against the assigned comp set. Rate holds up better than occupancy. GOP margin comes in at 34 percent against 41 percent underwritten, mostly wages and insurance, and an operator change in year three adds an unbudgeted transition period. The part that actually costs an LP money: the conversion lands at $11.8M, $2.4M over budget. The docs permit an additional call up to 25 percent of committed capital, and the sponsor uses it. On a $200k position that is a $52k call with a 14 day notice period. An LP whose own cash is locked in an unrelated bridge loan that same month cannot fund it. Dilution formulas that reduce non-contributing members by 1.5x the unfunded amount in units turn 3.1 percent into 1.7 percent quickly. A sale at $118k a key against $146k underwritten, with a final distribution of $124k on $200k in and no operating distributions across four years, works out to roughly a $76k loss plus four years of the capital doing nothing. Had the $52k call been funded, the same sale returns roughly $205k on $252k, still a loss but smaller in percentage terms. The lesson worth carrying forward: read the dilution mechanics before the pro forma, and hold liquid cash equal to the pro rata share of the maximum permitted additional call for the entire construction period. Treating a hotel conversion like a stabilized LP position on the cash side is where this kind of loss tends to start.