WIN-WIN CAPITAL FUNDINGBridging Capital • Building Success
Preferred equity · Trapped liquidity

Unlock your equity without selling or refinancing

Preferred equity that sits behind your existing loan, so you keep your rate and terms while pulling capital out of a cash-flowing property, a portfolio or contracted sponsor fees.

Up to 85%Combined leverage, case by case
Keep your loanNo refinance of the senior debt
3 ways to qualifyProperty, portfolio or sponsor fees
1 business dayInitial response
The problem

What is trapped liquidity?

Value you've built that you can't easily reach. A cash-out refinance would mean giving up a below-market rate, paying a prepayment penalty, or taking a smaller loan at today's rates. Preferred equity reaches that value while the senior loan stays in place.

A low-rate loan you want to keep

Refinancing a 3%–4% loan at today's rates would cost more than the cash it frees up.

Prepayment penalties

Yield maintenance, defeasance or step-down penalties make paying off the senior loan expensive.

Equity built over time

Appreciation, rent growth and principal paydown have left substantial equity sitting idle.

Partners who want out

An investor wants their capital back, and you'd rather buy them out than sell the asset.

Fees under contract

Signed development, management or acquisition fees pay out over months or years.

A deal you need to fund now

A new acquisition, GP co-investment or capital project needs cash before your current assets can be sold.

How it works

Preferred equity behind your existing loan

The preferred-equity investor takes a priority position in the ownership entity with a set return, ahead of the common equity and behind all debt. You keep control of the asset and buy out the preferred position when you sell or refinance.

Cash-out refinanceMezzanine loanPreferred equity
Existing senior loanPaid off and replacedStays in placeStays in place
PositionNew first lienDebt behind the senior loanEquity behind all debt
Typical combined leverageLimited by today's rates and coverageUp to about 75%–85%Up to about 80%–85%
Senior lender viewNot applicableMust allow subordinate debtOften allowed when mezzanine is not
Best whenRates and penalties are favorableSenior loan permits mezzanineYou want to keep the senior loan and its terms
Partner buyoutRecapitalizationCapital improvementsNew acquisitionGP co-investmentLiquidity reserveLoan maturityBusiness working capital

Leverage ranges are typical market illustrations; actual structure and pricing depend on the asset, cash flow, sponsor and senior loan documents.

Liquidity worksheet

See how much equity you can reach

Enter rough numbers for a single property, a portfolio, or contracted sponsor fees. The worksheet shows your equity, cash flow after existing debt and combined leverage with the new capital.

For a portfolio, use the combined value.

Payoff balances, not monthly payments.

Taxes, insurance, utilities, repairs, management. Exclude debt payments.

Illustration only, not a valuation, approval, commitment or funding limit. Nothing here is saved or sent until you submit the request form.

Process

From scenario to funding

1

Share the scenario

The asset or fee contracts, current debt, cash flow, and how much capital you need and why.

2

We review the structure

We look at value, coverage, your senior loan documents and any consent needed, and match it to the right preferred-equity partners.

3

Diligence and closing

If it fits, you receive terms, we complete diligence and documentation, and coordinate with your senior lender to close.

What to have ready

Financing request

Share your liquidity scenario

Tell us about the asset and the capital you need. We'll review it with our preferred-equity partners and reach out within one business day. Submitting is not a credit application and does not pull credit.

About you

The request

Preferred equity basis

Scenario received

Thank you, we'll be in touch

We'll review your numbers with our preferred-equity partners and reach out within one business day. Want to talk sooner? Call Mike directly.

Questions

Preferred equity FAQ

What is trapped liquidity?

Equity or cash flow you can't easily reach: value built up in a property, a low-rate senior loan you don't want to refinance, a loan with a prepayment penalty or defeasance cost, or sponsor fees under contract that pay out over time.

How is preferred equity different from a cash-out refinance?

A cash-out refinance replaces your senior loan. Preferred equity sits behind it, so you keep the existing loan, its rate and its terms in place while still pulling capital out of the property.

Preferred equity or mezzanine?

Mezzanine is debt secured by a pledge of the ownership interests. Preferred equity is an ownership position with a priority return. Preferred equity is often used when the senior lender, such as an agency lender, does not allow mezzanine debt.

Does my senior lender have to consent?

Often, yes. Many loan documents limit transfers of ownership interests or new subordinate capital. We review your loan documents early and coordinate any required consent.

What can the capital be used for?

Business purposes such as a partner buyout, recapitalization, capital improvements, a new acquisition or GP co-investment, a liquidity reserve, or working capital for the sponsor's business.

Can a portfolio or contracted sponsor fees qualify?

Yes, case by case. Portfolios are reviewed on combined value, debt and cash flow. Contracted development, management or acquisition fees can be reviewed on the signed contracts, remaining term and any assignment restrictions.

How much can I get, and what does it cost?

Combined leverage generally runs up to about 80%–85% of value, case by case. Pricing depends on the asset, cash flow, sponsor and position in the stack, and is typically a priority return above mezzanine pricing. Every request is underwritten individually.

How fast can it close?

Straightforward requests on cash-flowing property can close in a few weeks once diligence is complete and any senior lender consent is in hand. Portfolios and fee-based requests take longer.

Preferred equity is arranged through Win-Win Capital Funding's network of capital partners; Win-Win may be compensated. This page is not a commitment to lend, an offer of securities, or legal, tax or investment advice. All terms are subject to underwriting, senior lender consent and approval. Business purposes only.