Syndication & Raising Capital
Scale past your own checkbook with passive investor capital
Once you've done a few deals on your own, the next step is raising outside capital. This course covers Reg D 506(b) vs 506(c), the LP/GP structure, waterfalls and promote, PPM drafting, investor relations, and the fiduciary duties that come with holding other people's money.
What you'll learn
- Understand the difference between Reg D 506(b) and 506(c) offerings
- Structure a limited partnership with sponsor/GP promote
- Build a waterfall with preferred return, catch-up, and tiers
- Understand what goes in a PPM, operating agreement, and subscription agreement
- Build an investor pipeline and raise your first $1M deal
Lessons
- 01
Real Estate Syndication Overview
What real estate syndication is, who participates, why it works, and how syndication scales an active investor past the limits of personal capital.
11 min - 02
Securities Law Fundamentals for Syndicators
How securities law governs real estate syndication — Reg D 506(b) vs 506(c), accredited investors, blue sky laws, and the legal framework for raising capital.
12 min - 03
LP/GP Structure and Legal Entities
How real estate syndications are structured legally — LLCs, operating agreements, GP and LP roles, fiduciary duties, and the entities that hold the deal.
11 min - 04
Waterfalls, Preferred Returns, and the Promote
How distributions flow in a real estate syndication — preferred returns, catch-ups, promote tiers, and how to structure waterfalls that align sponsor and investor interests.
12 min - 05
The PPM and Offering Documents
What goes into a private placement memorandum, operating agreement, and subscription agreement — the legal documents that govern a syndication offering.
11 min - 06
Building an Investor Pipeline and Raising Your First Capital
How to find LPs, build relationships with passive investors, run a capital raise, and close your first syndication deal.
11 min - 07
Closing the Deal and Ongoing Investor Relations
Life as a syndicator after the raise — closing logistics, capital deployment, ongoing investor relations, distributions, reporting, and managing through the hold period.
11 min
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