Pref equity into an active adult build. What happens if lease-up runs long?
I've been reading paper for months and this is the first live thing I've been shown, so treat me as someone who understands the words and not yet the consequences.
Deal: ground-up active adult, 190 units, total cost $62M. Capital stack is a $35M construction loan, $18M common equity from the sponsor and their investors, and a $9M preferred equity piece which is what I'm being offered a slice of. Pref rate is 12 percent, 8 current pay and 4 accruing. Sponsor's pro forma has stabilized NOI at $4.6M and an exit at a 5.75 cap, call it $80M.
Timeline is 30 months to certificate of occupancy and then 18 months of lease-up.
This is where I'm lost. The 8 percent current pay starts on funding, which is well before the building makes a dollar. So it's coming out of an interest reserve or out of remaining equity. The docs mention the reserve but I can't find a sizing schedule for it.
Second thing. There's an intercreditor agreement with the construction lender and it has a standstill period where the pref holder can't exercise remedies. I can read the words. I can't picture what my position actually is on month 40 if the building is at 55 percent leased and the reserve is dry.
Third, the accrued 4 percent compounds, and the waterfall pays pref in full before any promote, which sounds great until I try to work out whether the exit number can actually cover it if the timeline slips a year.
Decision is a small check or none. I'd rather understand it and pass than write it and find out.