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Does a 20 per cent promote actually pay the GP 20 per cent?

The rate in the term sheet does not decide the carry; the definition of profit underneath it does.

A fund that returns $170,000,000 on $100,000,000 of contributed capital, after an 8 per cent preferred return and a 100 per cent catch-up, pays the general partner $17,200,000 — 24.6 per cent of the $70,000,000 of profit, not 20 per cent. The overshoot is not an error. It follows from paying the preferred return as a priority distribution to limited partners and then catching the general partner up to a share of all profit above capital.

The waterfall, step by step

The example is stripped down so the mechanics are visible. Limited partners contribute $100,000,000 at inception. The fund distributes $170,000,000 in a single liquidation at the end of year 5. The preferred return is 8 per cent per year, simple, on unreturned contributed capital. The catch-up is 100 per cent. The promote is 20 per cent. The general partner commitment is ignored. Every dollar moves once, so nothing in the result depends on timing.

Four steps then run in order, and each one consumes what the step before it left.

European-style waterfall: $170,000,000 distributed on $100,000,000 of capital.
StepAmount
Total distributions at the end of the fund$170,000,000
Return of capital to limited partners$100,000,000
Profit above capital$70,000,000
Preferred return, 8 per cent for 5 years$40,000,000
Remaining after the preferred return$30,000,000
Catch-up to the general partner$14,000,000
Remaining after the catch-up$16,000,000
Residual split 80/20 — limited partners$12,800,000
Residual split 80/20 — general partner$3,200,000
General partner total carry$17,200,000

The limited partners end with $152,800,000 — $100,000,000 of capital, $40,000,000 of preferred return and $12,800,000 of residual. After the preferred return they had already received $140,000,000. The two final totals sum back to $170,000,000, which is the only check that matters when a waterfall is being tested.

Why the general partner clears 24.6 per cent

The catch-up target is set as 20 per cent of profit above the return of capital: 20 per cent of $70,000,000, which is $14,000,000. The general partner has received nothing at that point, so the whole $14,000,000 is paid out of the $30,000,000 left after the preferred return.

Then the residual split runs. The $16,000,000 still on the table is divided 80/20, and the general partner takes another $3,200,000. That second payment sits on top of a catch-up that had already been calculated to reach 20 per cent of all profit.

The general partner receives $17,200,000 of $70,000,000 of profit. That is 24.6 per cent, not 20 per cent. The overshoot is not a drafting mistake and it is not a rounding artefact. It is the arithmetic of paying the preferred return as a priority distribution to limited partners while leaving it inside the base on which the general partner is caught up.

Three readings, three answers

The phrase “20 per cent promote” does not settle the question, because it does not say what the 20 per cent is 20 per cent of. Three defensible readings of the same three words produce three different cheques out of the same $70,000,000.

Same fund, same $70,000,000 of profit, three definitions of the promote.
Reading of “a 20 per cent promote”To the GP ($m)
Catch-up to 20 per cent of all profit above capital, then an 80/20 residual split17.2
General partner takes 20 per cent of total profit and no more14.0
Promote applies only to the profit left after the preferred return6.0

The widest reading pays $17.2 million. The narrowest pays $6.0 million. Nothing in the term sheet headline distinguishes them, and a limited partner model that assumes one while the document says another will misprice the fund by more than the entire residual split.

What to settle before the document is signed

Four definitions do the work. Each one should be answered in the fund documents in a way an auditor could apply without asking a question.

The last question is the one that survives a good market. A fund buys five assets. Two outperform and are sold in year 3, and under a deal-by-deal waterfall the general partner earns carry on those sales immediately. The remaining three run into leasing trouble and are sold at breakeven. The final fund return is mediocre, but the carry has already been taken. A fund-level waterfall makes that impossible; a clawback makes it recoverable, which is not the same thing and is worth less.

Run the four steps above on a live fund before the next close, and run them again under each of the three readings. If the three answers are close together, the drafting is tight. If they span $6.0 million to $17.2 million, the promote has not been negotiated yet — only its headline rate has.

The workbooks behind this article

Every figure above is a live formula in the free companion files for Real Estate Fund Management. Each workbook ends with a Checks sheet setting the printed figure beside the computed one. No account and no email address.

Open the companion files →

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