Syndication

Raising the deal

Finding it, underwriting it, structuring the entities, raising the money, and papering the offering. The front half of the arc, from the deal that does not exist yet to the money in the account and the documents signed.

The first half of a syndication is the work of bringing it into existence. There is no deal yet, only a sponsor, a market, and the intention to buy something with other people’s money. Getting from there to a closed offering runs through five stages, and each one is where a different kind of mistake gets made: finding and underwriting the deal, structuring the entities that own and control it, raising the capital under securities law, and papering the offering so the documents say what the deal actually is.

The front half of the arc is where the deal is built and where the securities exposure is created. Both happen before a dollar changes hands.

This group holds the stages that turn an intention into a funded deal. Underwriting and vetting is where the numbers are tested, from the sponsor’s side building the model and from the investor’s side reading it for the seam where it breaks. Structuring the vehicle is the entity stack, the firewalls and the capital structures that decide who owns what and who is liable for what. Raising the money is where securities law lives, the exemptions, the accredited-investor rules, the anti-fraud rule that binds every word of the pitch. And the offering documents are where the whole raise is written down, in four documents by four hands, with the sponsor liable for every gap between them.

Each section hub below teaches its stage in full. Start with the deal itself, or jump to the stage you are standing in.

Inside this hub

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Keep reading

Syndication 06 Foundations of a real estate syndication What a syndication actually is before any of the mechanics: two businesses stacked on one property, read from the sponsor's chair and the investor's chair.