How should a capital raiser price 2 percent at close against 20 percent of promote on a 4.2m raise?
Here is a scenario worth working through. A capital raiser has co-invested with a sponsor twice and is asked to bring the LP equity on the next deal. 6.5m of equity total, 2.3m soft circled internally, so the raiser's piece is 4.2m. Two structures on the table. A. A 2 percent placement fee on what is brought, paid at close out of the acquisition budget. 84k, banked in month one. B. 20 percent of the sponsor promote, no fee, paid as it flows. Running B on the sponsor's own base case: 8 percent pref, cumulative, non-compounded, five year hold, 70/30 above the pref. Projected profit is roughly 5.2m on the 6.5m. The pref absorbs 2.6m. Residual is 2.6m, the GP side is 780k, and 20 percent of that is 156k. So B is roughly 1.9x A, spread over five years, entirely dependent on the sponsor hitting a base case that assumes exit 25bps inside going-in cap. If they exit flat to going-in cap, profit drops to about 3.4m, residual after pref is 800k, GP 240k, the raiser's share 48k. That is below the fee. The whole gap between the two options is the exit cap assumption, which is the one number in the model nobody can defend. What should bother the raiser: the sponsor has offered both, which suggests they have priced neither. A 2 percent fee out of the acquisition budget is 84k of basis the deal has to earn back. A promote share costs them nothing until there is money. Whether a transaction-based fee for bringing in investors is permissible at all is a securities question that belongs with a securities attorney, so set that aside. The live decision is whether to ask for a hybrid, 1 percent at close plus 10 percent of promote, and whether that reads as reasonable or as hedging out loud in front of a sponsor the raiser wants to keep working with. For those who have priced this both ways, which structure tends to be the one regretted?