Working through a deal and would appreciate some structure-focused feedback from the group. Scenario: - Older commercial asset - Currently underperforming / partially non-operational - Requires significant stabilization capital (~$400K–$500K range) - No reliable near-term cash flow until key systems and operations are restored - Additional complications: existing debt in place + tax-related obligations Seller situation: - Motivated to exit - Primary goal is to recover enough to help repay prior investors (not necessarily profit-driven) - Potential openness to alternative structures, but clearly leaning toward getting out Question for the group: Given a situation where: - Most (or all) incoming capital has to go directly into stabilization - There’s no near-term cash flow to support distributions - And execution risk is still meaningful 👉 Does a seller equity structure realistically make sense here? Or is this more appropriately approached as: - A clean acquisition with price reset - Seller concessions (carry, partial deferment, etc.) - Or full recapitalization with new debt/equity stack Not trying to force a structure—just trying to understand how others would approach alignment between: - capital requirements - seller expectations - and execution feasibility Appreciate any thoughts from those who’ve worked through similar situations.

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