CRE Down Payment Solutions: Mezzanine, Preferred Equity, JV, and More
Senior lenders want real equity. Typical asks are 25 to 40 percent of cost or value. If your cash at close is short, there are legitimate structures that fill the gap without gimmicks. We structure the capital stack, run a term sheet auction across lenders and investors, and close a deal that a senior lender will sign off on. No side channels. No fantasy money. Just a clean stack with intercreditors that work.
What we solve:
sponsors with strong deals but a down payment gap. Tools include preferred equity, mezzanine debt, JV equity, seller financing, CPACE where eligible, ground leases, credit tenant lease financing, bridge to stabilization, tax credit equity, and cross collateral options.
Who this is for
- Qualified sponsors buying or refinancing income producing assets or transitional assets with a defined plan.
- Borrowers with real net worth and liquidity who are light on cash at close.
- Operators who can evidence track record, property management competence, and clean compliance.
Senior lender reality
Banks and senior debt funds size to DSCR, LTC, LTV, and tenant quality. They expect sponsor cash at risk. If the equity check is short, the stack has to make sense on day one and at stabilization. That means clear rights for each capital layer, consented structures, and a covenant package that survives scrutiny.
Down payment solutions that close
Preferred Equity
Capital that sits above common equity and below senior debt. Often fills 5 to 20 percent of total cost. Paid as current plus accrual to a fixed all in return. Comes with distribution controls, budget approval, and cure rights. Usually non recourse at the sponsor level. Requires a recognition or intercreditor with the senior lender.
Mezzanine Debt
Subordinate loan secured by a pledge of the borrowing entity interests. Used to push combined proceeds to about 80 to 85 percent LTC on stabilized or light value add assets. Coupon is higher than senior. Pay structure can be part current and part PIK. Intercreditor is mandatory. Cure mechanics must be clear.
Joint Venture Equity
Institutional LP provides most of the common equity. GP invests 5 to 20 percent and earns a promote above a preferred return. Best when the project is strong and the LP wants scale, governance, and reporting rights. Reduces sponsor cash significantly but adds control provisions that must be understood.
Seller Financing
Note from the seller that is subordinated to senior debt. Commonly 5 to 20 percent of price. Rate and amortization must fit DSCR. Requires senior consent. Can be paired with preferred equity or mezzanine to reduce sponsor cash further.
CPACE
Where eligible by state and asset plan, CPACE funds qualifying energy and building upgrades as a tax assessment. Can replace expensive parts of the stack and shrink the cash equity. Requires senior consent and careful DSCR modeling given the assessment.
Ground Lease and Leasehold Mortgage
Separate the land value and finance the improvements on a leasehold. Increases proceeds at closing but adds ground rent. Works when cap rate impact is offset by higher proceeds and long lease terms with market resets that a lender accepts.
Credit Tenant Lease Financing
For single tenant assets with an investment grade tenant and a long net lease, CTL lenders size primarily to lease cash flows. Often supports higher proceeds which reduces the sponsor equity. Legal and valuation work must match the lease terms precisely.
Bridge to Stabilization
Senior bridge facility at higher LTC with capex and interest reserve sized to get to a refinanceable DSCR. Reduces cash at close but increases carry cost until the plan is executed. Works when the path to stabilization is real and the exit debt is credible.
Tax Credit Equity
For qualifying projects and geographies, historic, low income, or new markets credits can bring in external equity. Heavy documentation. Real dollars if eligible. Align early with advisors so structure and timing are correct.
Cross Collateral and Recapitalization
Pledge additional real estate or free equity from another property through a refinance or sale leaseback. Common fix when the target asset alone cannot carry the full structure.
Which tool fits your deal
| Solution |
Typical Slot |
Gap Coverage |
Key Requirements |
| Preferred Equity |
Below senior, above common |
5% to 20% of cost |
Recognition with senior, distribution controls |
| Mezzanine Debt |
Between senior and equity |
Up to combined 80% to 85% LTC |
Intercreditor, pledge, cure rights |
| JV Equity |
Common equity partner |
Large equity checks |
Governance, reporting, promote terms |
| Seller Financing |
Subordinate to senior |
5% to 20% of price |
Senior consent, DSCR fit |
| CPACE |
Assessment alongside taxes |
Varies by scope |
Jurisdiction eligible, senior consent |
| Ground Lease |
Landlord ground rent senior to leasehold |
Higher proceeds day one |
Long term terms, lender comfort on resets |
| CTL |
Lease cash flow based senior |
High proceeds for IG tenants |
Long NNN lease, rating evidence |
| Bridge to Stabilization |
Senior bridge with reserves |
Higher LTC at close |
Pro forma DSCR, real exit path |
Sample capital stacks
These are illustrations. Actual terms depend on asset quality, cash flows, market, and sponsor profile.
| Scenario |
Amount |
Notes |
| Stabilized multi tenant acquisition
Price 20,000,000 |
|
Target DSCR 1.35x or better |
| Senior loan 65% LTV |
13,000,000 |
Fixed or floating eligible |
| Preferred equity 15% |
3,000,000 |
Recognition with senior |
| Mezzanine 5% |
1,000,000 |
Intercreditor required |
| Sponsor common equity
|
3,000,000 |
15% cash in vs 35% standard |
| Scenario |
Amount |
Notes |
| Value add hotel
Total cost 30,000,000 |
|
Bridge to stabilization |
| Senior bridge 60% LTC |
18,000,000 |
Includes capex reserve |
| CPACE 12% |
3,600,000 |
Qualifying energy scope |
| JV equity 20% |
6,000,000 |
LP pref with promote |
| Sponsor equity
|
2,400,000 |
8% cash in |
Our process
- Intake. One file with financials, rent roll, TTM, pro forma, budget, and third party reports plan.
- Underwrite. We size senior debt, map the gap, and define the viable mix of mezz, pref, JV, or other tools.
- Term sheet auction. We run a controlled process with senior, mezz, pref, and equity sources who actually fund your asset type.
- Intercreditor alignment. Clean recognition and cure rights so the stack functions across cycles.
- Close. Documents executed, conditions met, funds disbursed, reporting cadence set.
Close your deal with a clean stack
Submit your project. We underwrite, source competitive term sheets, and coordinate intercreditors so your senior lender signs off.
Request a Proposal
FAQs
Can mezzanine funding count toward the down payment
Senior lenders count equity as true first loss capital. Mezz is debt. It reduces cash at close but will not be booked as equity. It still solves the gap when the senior accepts the intercreditor.
How much can preferred equity reduce my cash
Often 5 to 20 percent of total cost. Higher only when asset quality, sponsor profile, and business plan justify it.
Will a JV partner let me stay in control
Yes within negotiated governance. Expect major decision rights, budget approval, and reporting. The promote compensates you for execution.
Is seller financing acceptable to the senior
Often yes with consent and terms that fit DSCR. The note sits behind the senior and may be behind mezz or pref depending on the structure.
Does CPACE work for acquisitions
It can, if qualifying improvements are in scope and the jurisdiction allows it. Senior consent is needed and the DSCR model must reflect the assessment.
What is the minimum sponsor cash I should plan for
Case by case, but most institutional stacks expect at least 5 to 10 percent of total cost from the GP even with gap solutions.
How fast can this be executed
Files with complete documents and a clear plan can move to signed term sheets quickly. Closing speed depends on third party reports, intercreditor negotiation, and legal.
Bottom line:
if the asset works and the plan is real, we can assemble a capital stack that reduces your cash at close and keeps the senior lender comfortable.
All financing is subject to underwriting, lender and investor approvals, intercreditor agreements, and legal documentation. Structures vary by asset, jurisdiction, sponsor profile, and market conditions. No promise of funding is made on this page.