Understanding Deal Terms and Their Impact on Partner Returns

Eric Wilson

Managing Partner

February 5, 2024

5 min read

Eric Wilson

Managing Partner

February 5, 2024

5 min read

Investing in real estate syndication as a Limited Partner (LP) is an attractive option for generating passive income and building wealth. However, the viability of such investments significantly hinges on the specific deal terms negotiated at the outset. These terms shape the risk and return profile of the investment, influencing the overall financial outcome for LPs.

Hold Term

The hold term, or the duration for which the syndication plans to hold onto the property, is a pivotal factor affecting LP returns.

  • Short-term Holds (1-3 years) often focus on quick value-add improvements with the aim of selling the property at an increased value. While potentially offering higher annualized returns, they may also carry higher risk due to market volatility.
  • Long-term Holds (5-10 years or more) generally aim for steady cash flow and capital appreciation over time. They might provide more stability and benefit from long-term market trends but can lock in capital, reducing liquidity for investors.

The choice between short-term and long-term holds should align with the LP's investment goals, risk tolerance, and the market cycle at the time of investment.

Financing Terms and The Leverage Effect

Financing terms, particularly the decision to use leverage (debt), profoundly impact the return and risk profile of real estate investments.

How Leverage Works

Leverage involves using borrowed capital to finance a portion of the property's purchase price. It can amplify returns on equity when the property’s income exceeds the debt cost. For instance, if a property generates an 8% return, but the loan costs only 4%, the excess return boosts the equity holders' profits.

Impact on Returns

  • Increased Potential Returns: By financing a portion of the purchase, LPs can achieve higher returns on their invested capital due to the leverage effect.
  • Cash Flow Considerations: However, debt service requirements can also reduce the available cash flow for distribution, especially if the property income fluctuates.

Risk Profile

  • Higher Risk: While leverage can magnify returns, it also increases risk. If the property’s income fails to cover the debt service, investors face the risk of default and potentially losing the property.
  • Interest Rate Risk: The terms of the loan, including whether the rate is fixed or variable, can affect risk. Variable rates may increase costs unexpectedly if interest rates rise.

Sponsor-Defined Deal Terms Impacting LP Returns

Beyond the hold term and financing structure, several sponsor-defined deal terms directly impact LP returns.

Preferred Return

A preferred return is a threshold return that LPs are entitled to receive before the General Partner (GP) participates in the profits. This term ensures that LPs receive a minimum return, assuming the property performs to a certain level.

Waterfall Structure

The waterfall structure outlines how cash flow is distributed among investors after the preferred return is met. It defines the split of profits between LPs and the GP at various performance benchmarks, impacting the LPs' share of the upside.


Fees charged by the sponsor, including acquisition, asset management, and property management fees, can also significantly impact LP returns. Higher fees reduce the net income available for distribution, affecting overall profitability.


Limited partner returns a real estate syndication are directly tied to the deal terms. Understanding the nuances of the hold term, financing terms, and specific sponsor-defined terms is crucial for LPs to make informed investment decisions. By carefully evaluating how these factors influence the risk and return profile, LPs can better align their investments with their financial goals, ultimately enhancing their chances of achieving successful outcomes.