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The Ultimate Guide to Passive Real Estate Investing In Multifamily

The Ultimate Guide to Passive Real Estate Investing In Multifamily Via Syndication

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Passive Real Estate Investing Guide to Multifamily Syndication

If you’re a busy professional, a large amount of your time will revolve around your W-2 or your business if you are self-employed. Even though most of your time is committed to your day-to-day active work, it won’t limit your ability to get some exposure to cash-flowing passive real estate investments. 

Being an active operator and executing on a business plan, especially in the multifamily apartment arena requires specialized knowledge and full-time attention to the property. All the way from finding the deal, performing due diligence on the property, lining up the money, the financing, creating financial models to underwrite the deals projected performance, closing on it, vetting and managing the construction, managing the asset day-to-day, and much more. 

The old-age notation is that if you’re a real estate investor who owns a rental property, you’re going to have to deal with all the not-so-fun stuff that goes wrong with the property. Including catering to your unique tenant base’s requests at the wee hours of the night. There’s also an old adage that you have to own 100% of the project and do it all yourself. Now that may appeal to some people, but it isn’t appealing to everyone. That’s why real estate syndications are a great passive real estate investment strategy and a good option to passively invest as a limited partner (LP). Allowing you to generate passive income from real estate, while getting all the same benefits without the headaches.

In this guide, we’ll explain what a multifamily syndication is, how passive real estate investing works, who is eligible to invest into one, what the benefits are, how it measures up to other investment types, and much more.

Why multifamily real estate?

Economic forces and demographic trends are interrelated. But since residential property is the most indispensable function of the built environment, multifamily real estate properties tend to lag the economic fluctuations. In other words, people need places to live more than shopping malls or office buildings. As such, the multifamily asset class tends to be more resilient through market cycles and exhibits fewer swings in asset values. Playing close attention to the 10-year treasury and cap rate spreads, investor sentiment towards multifamily as an asset class remains strong.

Empirically, passive real estate investing in real estate like multifamily has exhibited less volatility over the past few decades than any other commercial real estate asset class. Multifamily has also historically yielded the best risk-adjusted return. COVID-19 has showcased multifamily as a well-insulated asset class compared to other asset classes, especially other types of commercial real estate.

Student housing faced issues as universities shut down and classes were forced to go remote; Retail has slowly been eroding with the disruption of e-commerce giants like Amazon as well as the shutdowns, Offices were shut down, and many employers made the transition to remote, Senior Living facilities faced a lot of challenges as it became a breeding ground for COVID-19. Multifamily boasted more robust collections across the board, as housing is a basic human need.

% of Apartment Households Earning Greater Than $75,000Year

% of Apartment Households Earning Greater Than $75,000/Year

According to The National Multifamily Housing Council, there has been a significant increase in higher-income earning renters. The chart on the right shows the percentage of renters who earn $75,000/year. 

On average, from 1990-2010, this segment of renters only made up 18% of the total renter population, whereas, in 2020, they make up over 25%. Overall having a higher earning demographic of tenants will continue to boast continued long-term rent growth.

Annual New Supply Required to Keep up with Forecasted Demand Growth

The National Apartment Association and National Multifamily Housing Council forecasted that the U.S. would need to build 328,000 new apartment homes yearly to keep up with the year-over-year renter demand. Over the last ten years, there were only, on average, 239,000 units built per year. 

That gap in supply is constrained by rising construction costs that only allow a multifamily developer to build an A-Class product (A more luxury style, higher rent apartment) for them to make sense of the deal on a return basis. The problem is that the type of housing with significant supply constraints is affordable housing instead of more luxurious apartment complexes. As a result, this is keeping vacancies low and demand high.

Millennials & Baby Boomers Want To Rent!

18-34-year-olds (Millennials and Gen Z) are the most significant portion of the renting population at around 39 million. Total U.S. renters have now passed 100 million, which is an all-time high and expected to grow year over year. Another demographic will continue to drive a large share of the growth and fundamental demand for multifamily. 

The National Apartment Association predicts half of the growth will come from net new migration to the U.S. Currently, 35% of U.S.-born citizens are renters. Also, 70% of immigrants who came to the U.S. over the last ten years elected to rent, which is vital for future demand.

What is a multifamily syndication?

multifamily syndication example

A real estate syndication is an efficient way for investors to pool their money together to purchase larger real estate assets that they typically couldn’t manage or afford to purchase as an individual investors. Generally, by leveraging and raising additional funds from outside investors to purchase it, forcing appreciation, and then actively managing the asset. Typically 25%-30% of the funds are pooled together from the syndicator and the passive investors, and the other 70%-75% of the funds come from the lender/bank. Many parties are involved in a syndication, including, but not limited to, CPAs, lenders, real estate brokers, attorneys, property managers, passive investors (you), and the syndicator who puts the whole deal together and manages the asset (Willowdale Equity). They are structured as a partnership agreement or limited liability company (LLC).

Passive real estate investing is when someone invests in a stable property with cash flow without ever managing it. Passive real estate investing allows the investor to reap the benefits of both appreciation and income.

Managing Rental Properties

With single-family homes, scalability is very hard to achieve as finding a quality property management company requires a higher percentage of the monthly real estate income to manage the property for you, which hurts your cash flow. In comparison to multifamily, property management companies charge a lower monthly percentage on a per-unit basis.

It’s way easier to get a property manager to manage 100 tenants on one site as you would in a 100-unit multifamily apartment community, compared to finding a property manager to manage 100 individual tenants in 100 different homes scattered across a city, for example. A substantial property management company is an integral piece to carrying out the business plan set in place on acquisition. It’s essential to be aligned with whatever property management company you decide to work with.

Schedule K-1

A Schedule K-1 is a tax form that reports each limited partner (LP)/passive investor share of the partnership’s earnings, losses, deductions, credits, and how many distributions they received during the said year. 

The above image is an example Schedule K-1 tax form that passive investors receive annually. Box J – Shows the Partners share of profit, loss, and capital Box 2 – Shows the Net rental real estate income (loss) Box 19 – Shows the Distributions received Box L – Shows the Partner’s capital account analysis

The passive income from real estate you receive on your schedule K-1 reflects your net rental real estate income, which is subject to lower taxes after subtracting all the depreciation compared to your earned income. Earned income is the income you receive from working your full-time W-2 or from your business and is subject to a high effective tax rate. Depending on where you live in the United States, you must pay federal and state income tax. Once you receive your K-1, you’ll then file this with your income tax return. If your K-1 shows a profit, you’ll pay the marginal tax rate on that income; if your K-1 shows a loss, you don’t owe any taxes!

For example, if we have $2,000,000 in income and only two partners in the deal. Each respected partner would have a K-1 showing $1,000,000, which would be each partner’s pro-rata share of the partnership’s income.

Box 2 reflects the amount of money made or lost for the Limited Partner (LP) based on their shares. This is the total net amount, including all of the depreciation that may be used, after deducting costs from revenues. However, it’s possible that depreciation totals could be far greater than the net income number (which would show a “Net rental real estate income (loss)”. In the example above, the LP received $3,000 in distributions during the course of the said tax year but still showed a -$12,000 loss.

Capital structure

Each deal requires unique needs; therefore, you can’t paint the capital structure of a multifamily real estate deal or any commercial real estate transaction with one brush. The capital stack is the organization and hierarchy of all the capital required to finance a deal. 

The capital structure can be divided into two buckets, the first bucket being debt and the second bucket being equity. Typically if you’re a passive real estate investor/limited partner in a multifamily real estate syndication, you would likely be passively investing your capital in the equity bucket, either as common equity or preferred equity shareholder in the project. 

For example, let’s say we’re planning to acquire a $10,000,000, 150-unit garden-style multi-family community in Atlanta, GA; how would we fund the capital stack?

We could get senior debt, also known as a first loan/mortgage of 75% Loan-to-Value (LTV) of the $10,000,000 purchase value, which would be a $7,500,000 loan.

Now we need to raise equity to cover the gap between the purchase price and the senior debt; in this case, we would need to raise around $2,500,000 or 25% equity. But there are other costs associated with the transaction, such as closing costs, pre-paid reserves that the senior debt lender requires on closing, cash reserves, an acquisition fee, and much more. That would require us to raise an additional 5% equity, so we would need to have an equity raise of 30% of the $10,000,000 purchase price or $3,000,000 in equity.

We could then offer that equity to passive investors/limited partners to fund/invest in the form of $1,500,000 common equity and $1,500,000 preferred equity. Both equity positions have different return expectations; some investors like to invest in both positions to diversify their capital contribution and spread out their risk profile in the deal.

Why invest in a multifamily syndication?

There are 7 main reasons why multifamily syndications build long-term wealth for passive investors.

  • Tax benefits
  • Hedge against inflation
  • Real leverage
  • Steady cash flow
  • True passive income
  • Strong risk-adjusted return
  • Equity growth

1.) Tax benefits

The direct ownership in the LLC of the property (which you get through a syndication) allows for you to take part in the full depreciation or paper loss of the property.

The above image shows an example of how the deprecation or “paper loss’ from the property can show a loss even though you received $50,000 in distributions on the year. 

Depreciation is essentially the decline of an asset’s value over time (on paper), even though the actual value continues to appreciate. The depreciation loss that you can write off in an apartment building is sometimes more (or close to it) than the cash flow that the building produces on an annual basis. That means the taxable amount on that cash flow could be $0 or close to it. 

2.) Hedge against inflation

Above is the Consumer Price Index (CPI) from 2011 to 2021 which measures inflation in the U.S. 

Purchasing stabilized cash-flowing properties under market value, or value add deals allows us to earn a higher rate of return than what the dollar is being devalued at. 

The time value of money is very important and that’s what cash-flowing assets give us. Solid rental markets should have rents increasing by 2% to 3% per year, this is a great hedge against the natural 2% to 3% of inflation each year, all this without a drop in demand.

3.) Real leverage

One of the many attractive components that make cash-flowing commercial real estate assets so attractive is the ability to leverage financing to acquire assets. One of the main goals of passive investors is to locate low to moderate-risk investment opportunities that generate a solid risk-adjusted return. Meaning the less capital contributed to a deal, the higher the return on that capital. Once you grasp this concept, you’ll understand why multifamily syndication, for example, utilizes different forms of debt and leverage and is not typically financed with 50% equity and 50% senior debt or even 100% equity. Debt can enhance the overall returns on a real estate project.

Also, debt works in our favor in an inflationary market like today because borrowers of debt are paying lenders back the money that they borrowed. Still, it’s now worth less than originally borrowed due to the dollar’s natural erosion (inflation).

4.) Steady cash flow

Generally, syndicators structure deals where investors are to receive monthly or quarterly distributions from the syndication based on their capital contribution in the deal.

5.) True passive income

Limited partners or passive investors have no active role in a syndication, which means that the returns are truly passive in nature. 

6.) Strong risk-adjusted return

This means the risk of losing capital vs. the reward of making a return on your capital is strong. The risk profile for a hard asset like multifamily is low; that property may be stabilized with 90% plus occupancy, with the opportunity to further make improvements and add value.

7.) Equity growth

Although the main goal for a multifamily syndication is to achieve strong cash flow throughout the term of owning the deal, building equity is a vital component of your investment strategy. Equity is simply the property’s value minus how much debt is owed. 

Equity creation is achieved in 3 main ways, forced appreciation, where we make improvements to force valuation; market appreciation, where the real estate market naturally drives valuation; and amortization, where we build equity through the pay down of debt each month. I explain this further in the section below titled “The three ways we build equity and add value to an apartment community”.

How is a multifamily syndication structured?

Two primary groups of partners make up a syndication: the General Partner (GP) and the Limited Partner (LP), also referred to as the passive real estate investor.

Typically, the syndicator and the passive investors combine their cash to come up with 25%-30% of the funds, while the remaining 70-75% comes from the lender/bank.

  • General Partner
  • Limited Partner

General Partner

The general partners are the individuals putting the multifamily syndication together and offering the investment opportunity to passive investors. They are interchangeably referred to as the syndicator, the sponsor, or the operator. Their duties include the following.

  • Negotiating with sellers
  • Negotiating with lenders
  • Negotiating with brokers
  • Locating the deal
  • Underwriting and building out financial models and projections for the deal
  • Getting financing for a given property and sometimes signing personal guarantees on the debt
  • Performing due diligence on a given property
  • Managing or working with on-site property management to run the day to day operations
  • Day-to-day asset management
  • Building out business plans and then executing on them
  • Finding new qualifying investors and providing ongoing communication and reporting with them
  • Closing the deal
  • And much more!

Limited Partner

Limited partners or passive investors have no active investor duties in a multifamily syndication. The distributions that an LP earns, either monthly or quarterly, or any return for that matter, is truly passive in nature. 

The GP or sponsor group simply provides an opportunity for investors to invest alongside them into a stable and appreciating asset with no active real estate investing role.

Are real estate investments passive income?

Yes, owning property is a great way to create passive income and build wealth over time.

A real estate investment is passive in nature if it requires minimal attention from the owner. It’s important to select investments with solid cash flow and strong appreciation markets. 

Who can invest in an apartment syndication?

Generally, there are some requirements that passive investors have to meet for the real estate sponsor or syndicator to be able to take their investment under SEC laws.

The SEC has come up with these definitions of how to classify each type of potential individual investor. Based on what bucket you’re classified as will dictate what investment opportunities can be presented to you. There are three main types of investor classifications, and they are as follows:

  • Accredited Investor 
  • Sophisticated Investor 
  • Non-Accredited Investor

1.) Accredited Investor Definition

Business meeting

An accredited investor is an individual who meets the guidelines and requirements of income and net worth based on the securities and exchange Commission (SEC) regulations. This is so that the SEC can ensure proper protection for all investors. To be an accredited investor, you must satisfy at least one of the following:

1️⃣ Have an annual income of $200,000, or $300,000 for joint income, for each of the last two years, with expectations of earning the same or higher income this year.

2️⃣ Have a net worth exceeding $1 million, not counting your primary home.

2.) Sophisticated Investor Definition

A sophisticated investor is an individual who is non-accredited but has enough knowledge and experience in business matters to evaluate the risks and merits of an investment but doesn’t meet the financial requirements of an Accredited Investor.

3.) Non-Accredited Investor Definition

An individual who also may not meet the Accredited financial requirements but also doesn’t necessarily have any experience in investing. 

Multifamily syndication offerings

Depending on how much money the deal sponsor is looking to raise and many other factors, this will dictate what type of investment “offering” will be made to potential investors. Each type of offering will have constraints and requirements for the capital raiser.

Real estate syndication investment opportunities are presented to passive investors as an “Offering”. The two most common types of offerings you will see are Rule 506 (b) or (c) of Regulation D, two distinct exemptions from registration for companies when they offer and sell securities.

Reg. D; 506 (b)

The company may collect money from an unlimited number of “accredited investors” and up to 35 “sophisticated investors”

Reg. D; 506 (c)

The investors in the offering are all “accredited investors”; and the company takes reasonable steps to verify that the investors are “accredited investors”.

How can I invest in a ​passive real estate investment like a multifamily syndication?​

There are several ways to invest your money into a multifamily syndication. You can directly invest as an individual with cash, through a company, through a 401k, or a self-directed IRA. The self-directed IRA is an individual retirement account that allows the account owner to direct the account trustee to invest in alternative investments. An individual can choose to self-direct their Roth IRA or Traditional IRA. 

Traditional IRA – Contributions to traditional IRAs are tax-deductible, but withdrawals in retirement are taxable. 

Roth IRA – Contributions to Roth IRAs are not tax-deductible, but withdrawals in retirement are tax-free. IRAs allow investors to take advantage of being able to re-invest and roll over their money pre-tax, as opposed to post-tax.

What are the 1% and 2% rules in real estate investing?

1% Rule: If you buy a $100,000 property and all of the tenants pay their rent on time, you’ll receive $1,000 in interest each month. You can use this money to cover your mortgage fees or pay for renovations.

2% Rule: The 2% rule is used as a benchmark for what most income-producing properties should reasonably be able to earn. It’s not an end-all number like “10 times our annual expenses” or “one percentage point over the national average return on investment (ROI).” Still, it’s more realistic than asking for elite investor returns without any additional risk. If your property earns at least this much annually-and again, I’m assuming that there.

Syndication vs. REIT

A REIT, which stands for real estate investment trust, is a company that owns income-producing real estate assets. The investors in a REIT don’t technically own the real estate assets that the company holds; instead, they own a percentage of shares in the company’s stock. There are seven main differences between passive real estate investing in a REIT vs. real estate syndication, which are as follows.

  • Direct Ownership
  • Tax Benefits
  • Diversification
  • Barriers to Entry
  • Liquidity
  • Investment Minimums
  • Value Volatility

A syndication’s most significant advantage over REIT is direct ownership, which, as a result, passes down all the tax advantages to passive investors.

When it comes to real estate crowdfunding, there are many blurred lines when you compare it to a real estate syndication. The main difference is how the funds are sourced, meaning real estate crowdfunding dollars are sourced from a crowd approach as opposed to a syndication where there is some sort of relationship established. Generally, there are also financial requirement threshold differences in what types of investors are allowed to invest in each type of investment vehicle.

Syndication vs the stock market

Investing in multifamily real estate and the stock market are unequal; the passed-down tax advantages to real estate investors separate both investment vehicles. In the two examples below, I’ll break down what investing the same $1,000,000 and receiving the same pre-tax 10% rate of return looks like after tax.

Example 1: Let’s say you invested $1,000,000 into the stock market and earned a 10% rate of return or $100,000, and let’s say where you live and what tax bracket you fall into puts you in the 37% tax bracket. That would mean you owe $37,000 in taxes, netting you only $63,000 post-tax, or a 6.3% rate of return after taxes. 

Example 2: Now let’s say you invested the same $1,000,000 into a multifamily syndication, and you earn the same 10% rate of return or $100,000. But since you have direct ownership in the property, you get your share of the depreciation or “paper loss”. In this scenario, let’s say the “paper loss” would shelter some of that income in your scheduled K-1, showing a “net rental income” of only $21,000 even though you received $100,000 in distributions on the year.

Like the first example, let’s say you also fall into the 37% tax bracket; you would then pay taxes only on the $21,000, which is your reported earnings from the passive investment. So you would owe $7,770 in taxes ($21,000 x 0.37=tax owed), which would reflect a net return of $92,230 after taxes ($100,000 return – $7,770 in taxes= post-tax return) or a 9.2% return after taxes.

Why real estate is the best passive income?

For most people, this is the easiest way to go about generating real estate passive income. You don’t have to rely on stock market returns, which are often unpredictable and short-lived. With real estate, you get a more stable return on your investment because it’s tied to property rates in your area of choice – not some fluctuating index of stocks.

How do you get into passive real estate?

Most people who work in real estate start by buying property and renting it out at a profit. However, if this is not for you, there are many ways to passively own property so you can still enjoy the benefits without dealing with tenants or upkeep. One way is through owning shares in publicly traded real estate investment trusts (REITs) that invest primarily in commercial properties. 

A diversified real estate portfolio should offer some upside potential while maintaining an appropriate risk profile if adequately designed. A better way people get into passive real estate investing is via a real estate syndication, which gives each investor all the direct tax advantages of owning real estate.

The 3 ways we build equity and add value to an apartment community

On acquisition, a multifamily real estate investing strategy should involve adding value to the tenant base and the physical property. When you do this, the net result should be that additional Net Operating Income (NOI) will be added to the bottom line. This means your property is worth more and has more built-up equity, and the next investor is willing to pay for more cash flow.

Each property has a local Market Capitalization rate (CAP Rate) that generally determines what investors are willing to pay for a property based on what yield they were to get if they paid all cash. That calculation is NOI/Market CAP= Value.

Below are the three ways in which equity is built in an apartment community.

  • Forced Appreciation
  • Market Appreciation
  • Amortization

1.) Forced Appreciation

The value of multifamily rental properties is based on the NOI, not nearby rental property comparables. When you increase the NOI, you increase the value of the property. We achieve this by “Forced Appreciation”, buying rental properties where we can add value, bring the current rents up to market rents, adding other income drivers, leaning out the operating expenses, and much more.

2.) Market Appreciation

Market appreciation is achieved through buying in the right cycle of the real estate market, and the value of the building increases based on the market and economic drivers.

3.) Amortization

The principal paydown of debt on the rental property from the NOI increases the equity to investors. The equity is shared on a refinance of the rental property and when the deal is sold. 

The 4 types of multifamily real estate investing strategies

Core, Core Plus, Value-Add and Opportunistic real estate investing

1.) Core Multifamily Real Estate Investments

Class A apartment complex

Risk Profile –  Conservative 

Location –  Class A

Property Age –  No more than 10 years old

Return Expectations –  Moderate to Low

2.) Core Plus Multifamily Real Estate Investments

Class A/B apartment complex

Risk Profile –  Low to Moderate

Location –  Class A-B

Property Age –  10-20 years old

Return Expectations –  Moderate

3.) Value-Add Multifamily Real Estate Investments

Class B/C apartment complex

Risk Profile –  Moderate to High

Location –  Class B-C

Property Age –  30-40 years old

Return Expectations –  Moderate to High

4.) Opportunistic Multifamily Real Estate Investments

Large commercial construction

Risk Profile –  High

Location –  Mixed

Return Expectations – High with Large Return Variability

Value Add Example; A 1975 multifamily community in one of Jacksonville, FL’s growing submarkets. Let’s say that 92% of the units are occupied. With a renovation budget of about $6,500 per unit, it may capture $150 in additional rent premiums based on comparable units with comparable features.

Investing in Core Assets Is a good investment strategy for growing your money slowly, but certainly not the most effective way to multiply your capital. The Risk/Reward profile of a value-add real estate investment is the most ideal for investors. The investment property could be stabilized (85%-90% plus occupancy) with the upside to add a large amount of value and moderate risk.

As a result, providing you with the greatest return on your hard-earned money. Here at Willowdale Equity, we focus on value-add investments as we feel these types of assets have high growth potential with a low to moderate risk profile.

Over 10% of the world's billionaires made their money from real estate

As of 2024, there are 2,755 billionaires; amongst those billionaires, 8% (215) amassed their billions directly from real estate. The majority of the list that didn’t make all their billions in real estate used it to accelerate their networth and as a tool to lower their tax burden.

Frequently Asked Questions About Passive Real Estate Investing

Although passive real estate income has substantial tax advantages in comparison to other investment vehicles, you will have to pay taxes on the final “Net Rental Income” number that appears on your Schedule K-1 tax form it if says you made a profit. It’s important to note that this number could also be a negative number which happens often, and in that case, you wouldn’t own taxes, you would actually be able to carry forward those losses to next year’s tax filing.

You would have to find a sponsor or syndicator who is a full-time real estate investing operator, and invest alongside them. Here at Willowdale Equity, we allow select investors to privately invest in our multifamily deals in the form of a multifamily real estate syndication.

You only need 1 property to start earning passive income from real estate. The actual amount of income you can generate passively would be determined by how much capital you invest and how at what rate of return you can earn on every dollar invested.

An example of a multifamily property could be a 200 unit apartment complex located in Dallas, TX, that is comprised of 200 individual residents or a mix of individuals and families that call the same place home.

The most common ways a multifamily property generate income is through collecting rents, fee income like pet fees, move-in fees, administration fee, application fees, water fees, late fees, parking fees, and much more. Some revenue examples of what can be generated outside of the tenant base could be through a 3rd party vendor paying the multifamily property to advertise on its billboard or a telecommunication provider sticking it’s satellite on the roof of the building.

Getting Started With Passive Real Estate Multifamily

Passive real estate investing may help you build financial assets over the long term without the hassles of being a landlord or overseeing a building project. Before investing in a real estate syndication, it’s good to understand the basic passive real estate investing terms and how a multifamily syndication functions.

We offer private multifamily real estate investment opportunities via multifamily syndication to select real estate investors at Willowdale Equity. We live and breathe this business, and it takes weeks and months of digging in order for us to properly underwrite a potential market, and the deal, and then be able to execute that vision.

We genuinely enjoy the process and would like to offer you the opportunity to create long-term wealth with us


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