From LOI acceptance to closing: Navigating the multifamily sale process

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This Money Monday$, we will be discussing the main action items that occur once your LOI gets accepted and what it takes to get your deal across the finish line!

VIDEO TRANSCRIPTION

00:00
monday monday very special guest i’ve
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upgraded my partner to someone a little
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bit more
00:05
knowledgeable and uh helpful
00:08
so you want to introduce your yourself
00:12
lillian all right she’s going to help us
00:14
out today
00:15
what are we talking about today what’s
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going to help the underwriting or what
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is she going to help
00:18
you probably take her old man spot and a
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lot of stuff right you can do all this
00:22
stuff yeah the bar is pretty low so
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i’m sure you’ll be fine she’ll jump
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right over it and keep exceeding it
00:27
so monday monday so welcome to monday
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mondays everybody we do this every
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monday 3
00:31
30 central yep and today we’re talking
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about loi acceptance to closing
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what the multi-family process looks like
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so it’s a long
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treacherous road but it’s about knowing
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all the different pieces and
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you know for those of you that never
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tuned in or i would do that we spent
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about 20 30 minutes
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presenting this we’ll spend the last 10
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minutes doing q a so if you have
00:49
questions comments leave them and we
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will go ahead and answer them
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and talk through them as things come up
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yeah absolutely we want this to be
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interactive folks so please you know if
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you’ve got questions comments drop them
00:58
in there give us a like give us a share
01:00
you know that’s probably the the biggest
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compliment that we can get is somebody
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sharing this
01:04
you know we’ve got our translator over
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here she’s going to help us all the way
01:08
throughout the
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the process here but we’re going to hop
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right into this
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right because there’s a lot to cover
01:13
here i don’t even know if we’re going to
01:14
be able to get through it all but we’re
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going to try right
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so what happens so let’s let’s actually
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let’s take a step back so
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we throw these terms around in a lot of
01:21
ways and they’re just so
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easy for us because we’ve just done them
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for years and years what’s an loi
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let’s put it that way let’s start there
01:29
letter of intent
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or intelligence depending on no letter
01:33
of intent
01:34
so what exactly is that though it’s
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basically you know it’s a it’s a
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and we’re actually working on one right
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now that we’re trying to finalize which
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is
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ultimately giving the potential seller a
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high level overview on what your terms
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are going to look like both price
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timelines any extensions anything weird
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that you want
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right you know it’s about putting that
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all defined into the loi
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and that gives the seller again it’s
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non-binding right but it’s really as a
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buy
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as a seller i can kind of get the big
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picture of what each of these guys
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are looking to offer what may be
02:04
stipulations they may have and then from
02:06
that i can determine okay
02:07
who do i want to go with and the other
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piece that usually gets overlaid on top
02:10
of it that’s not
02:11
visible from the loi is just you know
02:13
strength of buyer right
02:14
yeah and i i think you know the one the
02:16
big thing that we talk about is
02:18
non-binding
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right you know this is not the psa this
02:21
is not the purchase sale agreement it’s
02:22
not a contract
02:24
you know this is just an offer to
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potentially buy so
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you could you could submit it and then
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walk away right or the
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the buyer or excuse me the seller could
02:32
accept it and then walk away as well
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right until you
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ink that psa nobody’s on the hook to do
02:37
anything folks right
02:38
but it like ferris mentions it gives
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everybody some perspective as to
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what the purchase price is going to be
02:43
what’s the earnest money going to be
02:45
what’s the closing time frame is there
02:47
any of the earnest money non-refundable
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some of the major business parts of the
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process right
02:52
so what happens directly after that
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though man so after an ly gets accepted
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usually you know from there it depends
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on kind of what’s going on but yeah
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there’s a little bit maybe a little bit
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of celebration
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you’ve crossed the first of many areas
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that the deal could fall apart
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right that’s true and so then you’re
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probably doing either an early access
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and and negotiating the psa parallel so
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one of the things that people include
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and we do this as well sometimes is an
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early access agreement misca saying as
03:17
part of the loi
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we agree that once you accept the loi we
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can get on property and start to inspect
03:21
the property
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while we are also negotiating the psa in
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good faith psa stands for purchase and
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sale agreement that is the legally
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binding document that has everything
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and so you know once that lies accepted
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usually spin up the different legal
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teams
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and they’re going back and forth and
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figuring out you know the trying to find
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that middle ground
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right and i what i like to tell buyers
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is don’t negotiate stupid stuff
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right like negotiate the things that
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actually matter to you
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right apologies for saying that word
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don’t negotiate silly things
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negotiate things that matter to you
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right because i know some people try to
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negotiate everything in the kitchen sink
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and you’re not gonna get it all and it’s
03:57
just you’re gonna frustrate somebody
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said pick the handful of things that you
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really
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genuinely care about and really
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negotiate those right do you need a
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hundred days to close if you don’t
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why why ask for that right yeah don’t be
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don’t be that guy or gal that’s gonna
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try to nickel and dime you’re not even
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there yet folks so you know if you’re
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trying to throw all these crazy things
04:15
in
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it’s gonna get it’s gonna get messy
04:17
people are gonna get upset they’re gonna
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walk away
04:19
right you know so like you said you go
04:22
straight into either an early access
04:24
which you’re inspecting the property as
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you’re negotiating the psa
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or you’re going straight into the psa
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negotiation right i’d say it’s more like
04:31
75 25
04:32
what’s going on what are you doing all
04:35
right
04:35
so that’s that’s what happens directly
04:37
after that right is that you’re going to
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go into one of those two tracks
04:40
most of the time it’s going to be going
04:41
into the psa by this point you should
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have already had
04:45
um an attorney review you know where
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you’re at in the process
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potentially draft the the psa as if
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if the seller doesn’t provide one
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typically they are
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that’s pretty customary and then you’re
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going to go through that negotiation
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process
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one thing that i always tell people is
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that the the the lawyer is not there to
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negotiate those business points though
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so you need to understand what you’re
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getting yourself into right you know
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because most of the time they’re gonna
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say hey that’s something for the broker
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or that’s something that you have to
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decide
05:12
they’re just there to make sure from a
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legal standpoint that you’re not gonna
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get yourself into hot water
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so just take that into consideration
05:18
right you know
05:20
it’s a great question right what’s the
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most challenging
05:23
i guess steps are part of the process to
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get a deal closed
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i think everybody has a different has a
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different opinion but i’m curious what’s
05:29
yours
05:30
what’s yours um to get the deal closed
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my most challenging
05:35
i already know what mine is what is it
05:36
just dealing with all the paperwork
05:38
it’s the lender the lender yeah i mean
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they’re all different kinds of
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challenging as maybe my feedback right
05:43
dealing with the paper chase of all the
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different investors right we syndicate
05:46
our equity and
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there’s a lot of banks we’ve streamlined
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but it’s still
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you know but that’s that’s also the
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thing that ben doesn’t work on so that’s
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why it’s not a challenge
05:55
well but i have we both have done that
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in the past yeah but you know
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that’s still a process the lender is
05:59
always a process and it’s really the
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lender just the fear of the lender right
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the unknown
06:03
that’s really what it is through the
06:05
wild card yeah they’re the wild card
06:07
right so i mean
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people that are starting off they get
06:09
into this oh it’s the equity
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that scares us right but really from our
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perspective we’ve
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raised enough money we have enough
06:16
investors that that part doesn’t scare
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me as much we ultimately
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have to plan ahead right but it’s always
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the lender they’re such the wild card
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that you really need to have a good
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mortgage broker on your side to
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understand the nuances of the process
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right because
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they’ll they’ll promise whatever on that
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term sheet right
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but that doesn’t necessarily mean that
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that’s what you’re gonna get and then by
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the point that you get that loan
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application you’re so far along
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in the process that you can’t pivot at
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that point so you need to have somebody
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that’s gonna be your advocate
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and i’m telling you folks we’re friends
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with a lot of the lenders they’re great
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people
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but ultimately they’re on one side of
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the transaction you’re on the other
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they’re trying to mitigate their risk
06:53
you’re trying to get the best deal
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you need an advocate in between there
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and that’s where the mortgage broker so
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we use anton matli at peak financing
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you know as you know somebody that is
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our advocate when it comes to the lender
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side right so i’m gonna say that’s the
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most challenging part for me
07:05
right so things to look out for when
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navigating the sale process i think i
07:10
just said one
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which is a term sheet that gets retraded
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yep right which is the term sheet is the
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you know the lender’s gonna give you a
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proposal
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right which is called a term sheet of
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hey this is your loan amount this is
07:21
your proposed interest rate this is how
07:23
much io you’re gonna get
07:24
and people think it’s some legally
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binding document but it’s really not
07:28
it’s just a proposal
07:29
you know and so that’s one thing that
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you absolutely need to be looking out
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for yeah but if you are doing a freddie
07:34
loan you can get a more
07:35
quasi-term sheet that’s actually a good
07:38
point that’s a good point right i got
07:39
plenty of good points
07:40
we’re doing a great job you’re doing a
07:41
great job what do you think
07:44
having fun all right
07:47
we’re having fun we’re moving along here
07:48
all right so thing so
07:50
additional things to look out for right
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is you know um
07:54
challenges that might pop up with the
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seller right we
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closed the deal actually we’ve closed
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several deals where we’ve had to
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get on and level set the seller on their
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performance
08:05
right because they let their foot off
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the gas right typically what ends up
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happening is that they let the staff
08:10
know
08:11
the corporate staff is checked out
08:13
because everybody’s selling
08:14
and then performance starts lagging well
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that’s the worst time for performance to
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start lagging because
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that’s really when the lender is really
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looking at the financials pretty closely
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and so they start seeing collections
08:25
slip or something that’s off
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that’s going to adversely affect us as
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the as the buyer
08:30
and the loan that we’re trying to get so
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i would say you also need to be looking
08:34
out for that so make sure that you’re
08:35
keeping up
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with the with the seller and making sure
08:38
that they’re doing their job
08:40
as part of the transaction because it’s
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hard you have to have a little bit of
08:43
leverage
08:44
most of the time it’s more so like hey
08:45
come on guys we’re trying to all get the
08:47
get to the same um you know finish line
08:49
here but some people have been a little
08:50
bit more challenging
08:52
than other sellers um so that’s another
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thing to look out for is
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the performance of the people that are
08:57
selling the property and how well they
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do right
09:00
so we talked about psa or purchase
09:03
and sale agreement or purchase agreement
09:06
so
09:06
tips you’re my negotiator in the team
09:09
man
09:10
what what’s what’s some things that you
09:11
kind of look out for you are always
09:13
trying to include in a purchase and sale
09:14
agreement
09:15
um things that we include in a person
09:17
self agreement is basically your credit
09:18
for units that aren’t rent ready right
09:20
again people are gonna let them sell
09:21
their their foot off the gas so kind of
09:22
making sure we get that credit
09:24
yep um making sure we have extensions
09:26
right i’m fine with paying attention
09:27
because we’re gonna get the deal done
09:28
but ultimately it’s like things happen
09:30
to the lender no there’s just a buyer
09:31
you wanna close as soon as possible you
09:32
just never know what’s gonna happen with
09:33
that lender
09:34
yep um other big things that we like to
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include
09:37
um rent credits
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yeah i mean that that’s a given though
09:42
right any anything
09:44
there’s a couple there’s a couple ones
09:45
that we didn’t have that in there any
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decent lawyer should not miss that one
09:48
no uh what else what other big items
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that we like to
09:53
put in you know i mean yeah like
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honestly most things if you have a good
09:57
syndication attorney
09:59
right it’s all rinse and repeat it’s all
10:00
the same stuff right they’re doing the
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things
10:02
to make sure you cover from rent credits
10:03
to what happens if x y and z
10:07
and you know making sure you’re
10:08
protected in a lot of ways yeah right
10:10
then we just have just uh i mean really
10:12
the main one that we have is that
10:13
randy credit one that we like to have
10:15
trying to think of any other big ones
10:17
that
10:17
we like to keep in there and i think the
10:19
one thing just to go back to the loi
10:21
process you know you’re getting a lot of
10:23
the business stuff
10:24
out of the way right you know and then
10:26
you incorporate that into the psa so
10:28
there shouldn’t be
10:30
unless the seller provides some very
10:32
onerous psa
10:34
um terms and conditions which we’ve seen
10:37
right mineral rights and some other
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crazy things that people try to throw in
10:41
you know we’ve had psas that are 97
10:42
pages long right
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you know my loi is one page what’s that
10:46
you know
10:47
you have to realize that they’re trying
10:48
to jam you up in a lot of ways or it
10:50
might be a boilerplate document that you
10:51
have to go through
10:52
so but most of the time all those
10:54
business things are gonna have already
10:55
been negotiated and agreed upon
10:57
so that shouldn’t be a big deal right so
10:59
you know i think a lot of the
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negotiation happens upstream
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at the loi phase and everybody’s
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stepping into that psa with eyes wide
11:06
open they know what they’re getting
11:07
themselves into right
11:08
so unless the lawyers just like to rack
11:10
up legal fees which sometimes they do
11:13
that process shouldn’t be too too
11:14
onerous right
11:16
we touched on this a little bit earlier
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so advice for managing
11:19
the property while the deal is underway
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i think i think i hit on the biggest one
11:22
right which is
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you have to properly incentivize
11:27
the seller and the seller staff
11:29
especially
11:30
to keep their foot on the gas right you
11:32
know collections and occupancy are key
11:34
to getting the best loan terms
11:36
right you know if those start slipping
11:38
you know your loan proceeds will be
11:41
adversely affected it’s just the bottom
11:42
line of the situation and lenders
11:44
understand what happens
11:46
but they ultimately they have no control
11:48
over it right it’s usually a
11:49
it’s a mathematical equation and if
11:52
things dip below a certain line that’s
11:53
gonna
11:54
obviously adversely affect the loan
11:55
proceeds that they’re allowed to give us
11:58
so you have to incentivize
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if you’re a seller your staff one way
12:03
that we do it is kind of stay on bonuses
12:06
right and how much you give somebody or
12:08
or the or the staff is completely up to
12:10
you
12:10
but i would say monetarily incentivize
12:13
them to do a good job and stay on
12:14
on property because people typically get
12:17
skittish
12:18
when you when they find out that it’s
12:19
going to sell because they ultimately
12:20
are going to say
12:21
well am i going to really be you know
12:23
they got to fire me are they going to
12:24
want me
12:25
they start looking for other jobs they
12:27
ultimately get demotivated
12:29
right so if you monetarily incentivize
12:31
them to stay around and do a good job
12:34
they’re more likely to do a good job
12:36
that’s just how it works i mean bottom
12:37
line
12:38
right so that would probably be my
12:39
biggest advice is if you’re a seller
12:42
take care of the on-site staff right you
12:44
know and make sure that the regionals
12:45
are well are properly incentivized to do
12:48
so
12:49
right um how long does it take to close
12:51
a multi-family property
12:53
right 30 to 90 days typically yep
12:55
somewhere in that range depends on
12:57
again lending is usually the biggest
12:58
blocker the biggest delay there so
13:00
that’s maybe my answer to that one
13:02
yeah i’d say typically to get a fanny
13:04
deal done freddie or fanny it’s 30 45
13:06
days minimum
13:07
you know just because it just takes a
13:09
while to go through the process
13:11
um you know most of the time you’re
13:13
gonna have a built-in extension maybe
13:14
maybe not who knows right
13:16
um you know and that would be when
13:18
you’re going to the 90 day
13:19
but you know plan on it being i would
13:22
always say 45 to 90 is kind of where the
13:24
sweet spot
13:24
typically shakes out at the sweet spot
13:27
huh
13:29
the sweet year all right all right so
13:33
that was pretty quick pretty quick i
13:35
went all the way through this thing
13:37
you know and i’m sure folks that there’s
13:39
a thousand other things and we can kind
13:40
of talk about it but
13:42
the let’s recap where we’re at right
13:44
you’ve got the
13:45
loi all right are you gonna help me with
13:47
this one so you’re gonna have the loi
13:50
right then you’re gonna go into either
13:51
an early access agreement which is gonna
13:53
allow you to do due diligence prior to
13:55
the psa
13:56
if not you’re gonna go straight into the
13:57
psa you’re gonna negotiate that you’re
14:00
gonna ink that
14:01
the day that you ink it is effective day
14:03
one right that’s day one
14:05
now you’re gonna you know go through
14:06
your due diligence process which was is
14:08
usually anywhere from seven to thirty
14:10
days
14:11
you know if everything looks good you’re
14:12
gonna engage your your um
14:14
your lender all the while your legal
14:17
team is helping you with paperwork
14:18
your legal your insurance team your
14:20
mortgage broker
14:22
dedication attorney who else are we
14:24
missing property management property
14:26
management company as well yeah
14:28
all of these people if you’ve got an loy
14:30
accepted you should be talking to all
14:31
these people
14:32
right because ultimately they will help
14:34
shepherd the deal along
14:36
they are incentivized to get you to
14:37
closing right you know a lot of them get
14:39
paid at closing
14:40
so they’re going to help provide you
14:42
with the with the right advice to
14:44
get you there right so after lx loy
14:46
acceptance
14:47
you need to be calling your mortgage
14:48
broker you need to be calling your
14:48
property management company you need to
14:50
be calling your general contractor you
14:51
need to be calling your insurance
14:52
company
14:52
right you need to be calling the lender
14:54
if you’re working with the lender
14:55
directly
14:55
right um so you get through the psa you
14:58
get through due diligence everything was
14:59
good
15:00
you’re moving forward right typically
15:02
that is when we’re going to start the
15:03
capital raise
15:04
which is we’re raising equity for our
15:06
investors we take that on
15:08
hey we take on the the equity right
15:12
and then we use that equity at closing
15:13
folks to pay the down payment
15:15
right so lender and the equity raise is
15:18
happening parallel
15:19
to that and um you know once again your
15:21
mortgage broker will help you shepherd
15:23
the lending process
15:24
your legal team will help you shepherd
15:26
the the equity race process
15:28
you know so that’s kind of it man yeah
15:31
you know and then
15:31
we always tell people like everybody
15:33
like has this big sigh of relief and
15:34
they want to pop champagne and go out to
15:36
dinner
15:36
you know upon closing but i always say
15:38
that whenever you close
15:40
that’s when the real hard work begins
15:42
yep you know
15:43
so typically no no no they’re not gonna
15:45
be able to hear me
15:46
they’re not gonna be able to hear me
15:48
that’s when the real hard work begins
15:50
so you know all the stuff that we could
15:52
outline this we could talk about this
15:53
topic for
15:54
hours if we wanted to right but bottom
15:56
line is
15:57
this is the easy part so take that with
15:59
a grain of
16:01
salt you know yeah so monday mondays are
16:03
this every monday 3 30 central
16:05
people have comments questions go ahead
16:07
and leave them if you have ideas for
16:08
future
16:09
future shows you’d like us to do let us
16:10
know as well and you know obviously this
16:13
show we’re talking about loi acceptance
16:14
to closing and what that process looks
16:16
like
16:16
we’re happy to answer questions people
16:18
have and you know we’re kind of
16:20
nearing that q and a section we are at
16:22
the last 10 minutes i think we are
16:23
thecube
16:23
questions comments go ahead and leave
16:25
them we will answer them live
16:28
trevor says awesome helper thank you
16:32
i know she’s the smartest one of the
16:33
bunch here uh sean underwood asks do you
16:35
do hard money day one or
16:37
only if you build an early action
16:38
agreement that’s a that’s a good
16:39
question i think that we’ve done both
16:41
yeah we’ve done both yeah
16:42
right all right so we we’ve done both it
16:45
just ultimately depends on
16:47
the situation right it’s a competitive
16:48
situation is it not is it that we really
16:50
want is it not
16:51
yeah no i think i think it i think it’s
16:53
got a lot of hair or not right so
16:55
there’s different things
16:56
that’s actually a good point right like
16:57
i look at it as risk right
16:59
you know um and not necessarily risk to
17:01
our investors
17:02
it’s just you know obviously risk to the
17:03
deal and you know i mean
17:05
the earnest money we’re gonna have tied
17:06
up on our side right so
17:08
if there’s a fair amount of risk we’re
17:10
probably if they want hard money
17:12
we’re gonna say hey we want an early
17:14
access agreement if it’s a lower risk
17:16
deal that we just know is just going to
17:17
be a slam dunk
17:19
i’ll i’ll roll out of an early access
17:20
agreement i’ll just say that’s not
17:22
it’s null and void and i’ll go straight
17:23
into day one hard money
17:25
right and it also depends on the sub
17:26
market too there are certain markets
17:28
like houston that’s not as competitive
17:30
as say
17:30
in austin austin or dfw you’re probably
17:33
always gonna have to put hard money down
17:35
so talk to your broker your broker
17:36
typically will give you some guidance
17:38
this is the real estate broker
17:40
um as to what’s expected in that market
17:42
right you know that’s a good question
17:45
all right let’s see jefferson says happy
17:46
monday hey hey
17:48
jefferson happy monday yeah
17:51
so let’s see so people have comments
17:53
questions go ahead and ask them we’re
17:55
talking about oh i accept this the
17:56
closing
17:56
you can ask us a question about anything
17:58
it doesn’t have to be about today’s
17:59
subject
18:00
um what should we talk about otherwise
18:02
yeah cats cats
18:04
oh my gosh i don’t know about that do
18:07
you like cats
18:08
otherwise you only have three don’t any
18:10
comments questions otherwise let’s
18:11
continue on
18:12
all right all right well we’re moving on
18:14
i thought there would be a couple
18:15
questions about this one
18:16
more questions comments so it’s all good
18:18
it’s all good it’s all good
18:19
um so we’re talking about tool kit we’re
18:21
not gonna get through money monday
18:23
without talking about the toolkit
18:24
disrupt equity.com toolkit what is a
18:28
toolkit all right we’re going to talk
18:29
about it’s got the checklist
18:31
it’s got our webinars it’s got our
18:33
podcast and it’s got a lot more
18:35
right so actually come in really quickly
18:38
what software do you use to raise
18:40
capital
18:43
a really good bank don’t you know we
18:44
hated wells fargo we use independent
18:46
bank
18:47
great experience there a lot of
18:49
automations and things and we do use
18:51
ims for better for worse right see
18:54
we don’t really use it during the raise
18:56
we use it after the raise right i don’t
18:58
like their process for raising it’s
18:59
really complicated
19:00
um what else do we use kind of a active
19:03
campaign for emails
19:05
right it’s what we use internally yeah i
19:06
mean now we’re using the studio right
19:08
you know which is you know this process
19:10
to do our webinars you know so i think
19:12
you know it’s there’s the marketing side
19:14
and then there’s the investor relations
19:16
side so ims for investor relations
19:18
yeah we also use just hello sign or
19:20
docusign to sign paperwork
19:23
yeah we’ve yeah we’ve simplified our
19:25
raising process a lot because of that
19:26
right
19:27
we give investors different options
19:28
we’ve we’ve given a white glove service
19:30
we have someone reach out to the
19:31
investors so we’ve kind of cleaned that
19:32
up a lot more to kind of make it easier
19:34
for people to invest
19:35
because you want to utilize a lot of
19:36
it’s yeah we do that a little bit later
19:38
you want to well you also want to you
19:40
want to take down the friction of the
19:41
process too right you know and i think
19:43
we’ve we’ve deconstructed in a lot of
19:44
ways and said okay
19:45
what’s the painful part of why an
19:47
investor wants to invest with us right
19:49
or invest with anybody right it’s
19:50
paperwork
19:51
nobody wants to get around they want to
19:52
say oh yeah i like it i like it let me
19:53
just wire in the money
19:54
they don’t want to have to go through it
19:56
a lot of people are busy some people
19:57
have questions
19:58
so like ferris has said we do offer a
20:00
service where you know hey we’ll just
20:02
set up a call with our investor
20:03
relations team
20:04
you know you call us up and we’ll walk
20:05
you through the whole entire process
20:06
right essentially cue it all up
20:08
and then ultimately you’ll still have to
20:09
get in there and you know do the
20:11
docusign process but it’s already 99
20:14
done for you so
20:17
put my hand down i know daddy has a lot
20:19
of you know wild hand gyrations
20:22
okay all right all right we’ll keep
20:24
going we’ll keep going all right so we
20:25
have our conference
20:27
remember we do the conference all right
20:29
so it’s called multi-family investor
20:31
network
20:32
where are we going to be miami july
20:35
24th so get your beach gear ready people
20:38
we’ll get some sunscreen for ben in his
20:39
head
20:40
and um we’ll be ready for miami but
20:42
we’re excited about that should be
20:43
another really good conference should be
20:44
an
20:44
awesome crowd as usual and we’re looking
20:46
forward to doing that one right so try
20:48
to do it a fun place that time of the
20:49
year and i think our early bird sale
20:51
ends friday so oh if you’re looking to
20:52
go
20:53
go sooner than later so you know go
20:55
ahead and get registered by friday
20:56
all right so early bird is your coupon
20:59
code 150
21:00
off check it out mfinvestornetwork.com
21:05
no i’m i’m trying to make a point here
21:08
so early bird like we said
21:09
ends friday we’re going to be in miami
21:12
july 24th so check us out there
21:14
it’s going to be fun times good speakers
21:16
great panels
21:17
more importantly it’s all about
21:18
networking and and and meeting some
21:20
people in the business right i have a
21:21
few messages about miami so yeah we’ll
21:23
see you all there
21:24
all right all right any other questions
21:26
no going once any comments questions
21:29
going twice otherwise we’ll call it a
21:32
wrap a few minutes early
21:33
all right thanks everybody thank you all
21:35
all right

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