SHOW NOTES

Welcome back to the Passive Mobile Home Park Investing Podcast, hosted by Andrew Keel. In this episode of the Passive Mobile Home Park Investing Podcast our host Andrew Keel interviews LP (limited partner) Investor Advisor, Aleksey Chernobelskiy of Centrio Capital Partners

Aleksey Chernobelskiy, a prominent figure in the real estate private equity investing community engages with over 3,500 LP investors weekly through his Substack platform and he adds value to a substantial following of over 20,000 on Twitter and LinkedIn. His background includes overseeing a staggering $10 billion real estate portfolio at STORE Capital, a notable public REIT, which comprised over 3,000 commercial real estate properties. Moreover, he spearheaded a 20-member underwriting team at the firm.

Aleksey holds a quadruple major from the University of Arizona in Finance, Mathematics, Economics, and Accounting.

In this episode, Andrew Keel and Aleksey Chernobelskiy dive into the intricate world of Limited Partner Investments. They discuss REIT underwriting, effective methods for vetting General partners, identifying reputable GP’s, and establishing investment safety thresholds. They also shed light on the intricacies of commercial real estate deal structuring, evaluating downside risks, navigating assumptions as a LP, along with providing invaluable insights into PPM recommendations and crucial elements to scrutinize within them.

Join us on this episode as Aleksey Chernobelskiy (LP advisor helping investors with passive real estate positions) shares his wealth of knowledge and expertise on LP investments with us.

This is an episode not to be missed if you are considering passive mobile home park investments.

***Andrew Keel and Keel Team Real Estate Investments (Keel Team, LLC) do not endorse any interviewee. This interview is for informational purposes only and should not be depended upon for investment purposes. ***

Andrew Keel is the owner of Keel Team, LLC, a Top 100 Owner of Manufactured Housing Communities with over 3,000 lots under management. His team currently manages over 40 manufactured housing communities across more than 10 states. His expertise is in turning around under-managed manufactured housing communities by utilizing proven systems to maximize the occupancy while reducing operating costs. He specializes in bringing in homes to fill vacant lots, implementing utility bill back programs, and improving overall management and operating efficiencies, all of which significantly boost the asset value and net operating income of the communities. Check out KeelTeam.com to learn more.

Andrew has been featured on some of the Top Podcasts in the manufactured housing space, click here to listen to his most recent interviews:  https://www.keelteam.com/podcast-links. In order to successfully implement his management strategy, Andrew’s team usually moves on location during the first several months of ownership. Find out more about Andrew’s story at AndrewKeel.com.

Book a 1 on 1 consultation with Andrew Keel to discuss:

• A deal review
• Due diligence questions
• How to raise capital from investors
• Mistakes to avoid, and more!

Click Here: https://intro.co/AndrewKeel

Are you getting value out of this show? If so, please head over to iTunes and leave the show a quick review. I have a goal of hitting over 500 total 5-star reviews, and it would mean the absolute world to me if you could help contribute to that. Thanks ahead of time for making my day with your review of the show.

Would you like to see value-add mobile home park projects in progress? If so, follow us on Instagram: @passivemhpinvesting for photos and awesome videos from our recent mobile home park acquisitions.

Talking Points:

00:21 – Welcome to the Passive Mobile Home Park Investing Podcast

02:00 – Sometimes the best things appear randomly in your life

04:00 – REIT underwriting teams 07:35 – How to best vet a potential General Partner

15:00 – Where returns need to be for people to feel safe enough to invest

17:13 – Downside risk and assumptions as an LP

25:05 – How deals are being put together

29:00 – LP and GP interests tend to diverge during times of distress

31:10 – Learning as a passive investor

33:45 – How to find a good GP

36:00 – PPM recommendations and what to look for

38:36 – Finding Aleksey Chernobelskiy online

39:00 – Conclusion

SUBSCRIBE TO PASSIVE MOBILE HOME PARK INVESTING PODCAST YOUTUBE CHANNEL https://www.youtube.com/channel/UCy9uI3KGQmFgABsr9lUtRTQ

Links & Mentions from This Episode:

“Don’t Lose Money” LP Lesson video: https://www.youtube.com/watch?v=-EO2x7EdNzA

“My Deal is Distressed. Now What?” by Aleksey Chernobelskiy: https://www.lplessons.co/p/my-deal-is-distressed-now-what

“5 Ways in which Real Estate Can Lose You Money” by Aleksey Chernobelskiy: https://www.lplessons.co/p/5-ways-in-which-real-estate-can-lose

“26 Questions to Ask Your GP” by Aleksey Chernobelskiy : https://www.lplessons.co/p/26-questions-to-ask-your-gp

Aleksey Chernobelskiy’s LinkedIn: https://www.linkedin.com/in/chernobelskiy

Aleksey Chernobelskiy’s Twitter/ X: https://twitter.com/chernobelskiy

Aleksey Chernobelskiy’s Substack: https://www.lplessons.co/

Keel Team’s official website: https://www.keelteam.com/ 

Andrew Keel’s official website: https://www.andrewkeel.com/  

Andrew Keel LinkedIn: https://www.linkedin.com/in/andrewkeel 

Andrew Keel Facebook page: https://www.facebook.com/PassiveMHPinvestingPodcast

Andrew Keel Instagram page: https://www.instagram.com/passivemhpinvesting/

X/ Twitter: @MHPinvestors

---

TRANSCRIPT

Welcome to the Passive Mobile Home Park Investing podcast. With your host, Andrew Keel. This is the podcast where you can get the education you need to invest 100% passively in a highly profitable niche of mobile home parks.

Andrew:  Welcome to the Passive Mobile Home Park Investing Podcast. This is your host, Andrew Keel. Today we have a special guest, Mr. Aleksey Chernobelskiy from Centrio Capital Partners.

Before we dive in, I want to cut a deal with you. If you get more than $500 worth of value out of this show, would you mind please heading over and leaving a review of this podcast wherever you tune in from? This should only take around 30 seconds, and it keeps me motivated to keep recording these.

Before we dive in, I want to make sure everybody knows Aleksey is not endorsing me. I’m not endorsing him. This is just a conversation, hopefully, to add as much value as possible to limited partner investors out there. All right, let’s dive in.

Aleksey is a limited partner advisor. He currently writes to over 3500 LP investors every week via his Substack and has a huge presence on Twitter and LinkedIn with over 20,000 followers. He previously managed a $10 billion real estate portfolio at store capital, which was a public REIT encompassing over 3000 properties.

While at  store, he led the firm’s 20 member underwriting team. Aleksey holds a quadruple major from the University of Arizona in finance, mathematics, economics, and accounting. Aleksey, welcome to the show.

Aleksey: Thank you so much for having me on. It’s a pleasure.

Andrew: Yeah. Would you mind starting out by just telling us a little about your story and how you transitioned from corporate real estate and that whole world to now advising limited partners?

Aleksey: Yeah, for sure. I think the best way to tell the story is just realizing the fact that it was pretty random. I had a decent amount of plans. That was in early 2022. Rates changed as I’m sure you’re aware. That made me question whether my plans were good. At some point, I decided to put those to the side.

I slowly got introduced to the syndication space. I had a few different experiences advising syndicators in different matters. I guess that whole world all of a sudden opened up to me. When I was living and breathing the public universe, I didn’t even know what syndications were. To be candid, I didn’t know that they existed. Slowly but surely, I realized how large the space is in terms of dollars that are deployed across all the different asset classes.

What I found to be particularly interesting is the opaqueness. I don’t know if that’s an English word. One of my Bs in college was English. I didn’t really understand how opaque this marketplace is. In terms of the LPs and GPs, many LPs don’t really understand what’s market in terms of terms. Many of them have no idea, like how do you even vet an investment?

Some of them still call me to this day and they’re like, real estate is safe. The worst thing that can happen is I just get my money back because you can sell the asset. The same person, a few seconds before said they want to invest a million dollars. It just opened my eyes to this really big marketplace that I think needs to be served a little bit better. I decided to try and do it, so here I am.

Andrew: That’s fantastic. Would you mind going back and telling us, what was it like working and leading an underwriting team at a publicly traded REIT, store capital? Also, you were there during the pandemic, correct?

Aleksey: Yeah.

Andrew: That had to be a crazy time, but what does a typical week look like? You were managing the underwriting team. How many deals were you looking at? And then maybe talk about the pandemic, if you don’t mind.

Aleksey: Yeah. There’s only so much I can speak about, obviously. I think what I can say is the weeks are pretty wild in terms of the experience that it brought for me. Also, as it relates to LPs, I think this is very relevant. In any given week, we would look at somewhere between 10 and in some cases, upwards of 20 or 30 deals. Those are deals that actually got submitted to my team. Whereas there’s probably 5x more that just got passed beforehand. That went into the underwriting funnel, you can call it.

I had a team of 20, as you said, that were specializing in specific industries. Their job would be to understand the information on the given property, the alignment of incentives between the different people, the risk levels, how the business is performing, et cetera, and then ultimately make a recommendation. I obviously was very involved with the team. I was a part of investment committee in terms of deciding ultimately whether the risk reward on a given deal was worthwhile, we need to restructure it, or we just passed.

I think there are maybe two lessons there for LPs that I think are worthwhile to note. I still speak to LPs every day that they tend to think that they got a deal in front of them, and it’s like they need to make a decision now. If they miss it, they might not get another deal from the GP or might not have another opportunity. I just don’t think that’s a good way of thinking about investments.

Typically, I guide people to at least look at 10 deals or at least five for every one that you actually invest in. Of course, that really depends on where those deals come from. Perhaps, the first one you got was a really good one. But generally speaking, it’s just this mindset that people need to understand that investing takes time. It’s complex, takes a lot of education. I think people that ignore that, I don’t know if there’s a better way of putting it, but at some point it becomes glorified gambling.

It can become pretty dangerous, I think, because you feel like you’re investing, but you’re gambling. The problem is with gambling, you know you’re gambling, so you limit the amount of money that you go to the casino with. With investing, you put half of your savings up thinking you’re going to retire from your nine to five or whatever. Then you realize, some of those work out, some of them don’t. It’s tough.

Andrew: Yeah. I think the last seven years were pretty good. The next seven are not guaranteed to be like that. Some people that made money on a deal, I think I heard you say this in another podcast, or maybe this is in one of your posts, just because you made money on a deal with an operator, it doesn’t mean that you need to reinvest with them. You need to really analyze the deal, the specifics, the structure, and everything just like it’s a brand new investment. I thought that was really, really accurate.

How can an LP best vet a general partner or syndicator before investing with them? Do you have any tips for people on how to do that? I think that’s one thing. When I’ve interviewed other people, they’ve said, hey, the general partner and their track record are most important. The jockey or the horse, you want to bet on the jockey. How could they vet a general partner?

Aleksey: First of all, I can give many counterexamples, and I’m not going to do it in public. Betting on the jockey was not a good idea. In other words, I think people need to be cognizant of the fact that track record is important. I don’t know how else to say this, but the GP game, ethics aside, which I don’t want to put aside, but sometimes you need to make points, ethics aside, it’s a fee based business.

There are many examples of GP getting above their skis on investments that I think they even, in private, would admit were not really sound. In terms of your actual question and perhaps a segue is really well into this, I really don’t like to think about a specific thing that you should focus on. This is just my experience and this is what happens. Sometimes people ask me, what’s the number one thing that is a red flag?

I have an article called Top 15 Syndication Mistakes. I think there’s two paragraphs in there that literally talk about this idea that these are not red flags. There are reasons to stop and think. In other words, one of the things that I wrote in there is generally, if you see a split that is less favorable than 65% to LP, you should stop and think not. Not that you should pass, you should just understand why this deal is different.

I think what people want to do is just be like, oh, I found the one that’s 50/50 or whatever, therefore I pass. Again, that goes back to gambling as opposed to investing, because what you missed in the 50/50 is the fact that on the next page, it said that there was a 50/50 co-invest. That’s not normal. Maybe on the following page it said that there’s a 10% pref, and that’s better than market too. But you just passed on a deal just because you saw something, and it was off market, let’s say.

This is what I do for clients too. Whenever someone hires me, I have three pillars that I go through in my analysis. They’re very much in order, Andrew. I think we’re in agreement that vetting the GP comes first.

I think what I call that is execution. Under execution comes, do they have a background in this? Do they have experience running a similar business plan on properties like this? Are they trustworthy? Google searches, legal background, all that stuff comes first. Second is alignment of interests, which is a combination of fees, co-invest, and then also the waterfall structure.

The third is the actual property, which I think to your earlier point, it surprises people when they see that third. But I think people forget that these are silent investments. (1) You really need to trust someone. (2) If things don’t work out, are they incentivized monetarily to do all the right things? That’s alignment of interest. (3) Once you pass A and B, how’s the property, which is obviously important? I’m not belittling it, but the idea is that it, in my opinion, at least comes third.

In terms of vetting the GP, there are no secrets. I think this is also a complicated topic, because people will just bash on GPS that are doing their first deal. It’s like every single successful GP at some point had to do their first deal. On the other hand, I see people bashing on GPs that maybe started with family capital before doing their first indication.

Does it really matter where the cash came from? Okay, sure. They had some help, but what matters is the numbers. Person A might have taken six weeks to raise the money, person B got it overnight. Okay. The deal is the deal. I think what’s really important is making sure that everything is represented in an honest way. That Andrew, is pretty complicated to get that right as a retail LP.

I just don’t know how else to say that, because there’s a lot that’s missing on decks typically, and it’s not really available on Google. Just to give you an example, you might be able to find a lawsuit, perhaps the lawsuit is legitimate, and it’s like related to the GP is like honesty or whatever. Okay, that’s relevant. Does an incoming LP know that the GP is a few weeks away from foreclosing on half of their portfolio? The answer is no.

In fact, if you look at their deck, their deck showed, like, look  at all these properties we own. It’s X hundred million AUM or whatever. To be candid, there’s just no way for them to figure that out. That goes back to my whole thesis of how opaque this marketplace is. I certainly hope to address it one day at a time.

Andrew: I love that. That’s really interesting. A GP could be raising money right now for a new deal and present a portfolio, but they could literally be close to going bankrupt on their portfolio and not have to disclose that.

Aleksey: Yeah. If you want, we can take it further, like, do they have to disclose it? I’m serious. I think it’s a very interesting ethical debate, which doesn’t really have boundaries.

Andrew: It’s like a Ponzi scheme. They’re raising for one while they’re losing on another.

Aleksey: To me, it’s very clear that it’s very gray. The reality of some of these situations is you’re not foreclosed on until you foreclose on. Here’s an extreme example. What if you make a statement that says our entire portfolio is healthy. Here are the expected IRRs per property while knowing that half of them are in severe distress. That to me is very clearly dishonest, but what I’m talking about is more like grey.

Let’s say you don’t talk about the performance of the properties and you’re just like, here’s a map of everything that we own. We’re so big, so diversified, and you just don’t mention anything. Is that unethical? It’s complicated, Andrew. Again, there’s no rules about this.

Andrew: That’s why you’re saying it’s very opaque, which makes it scary. There’s additional risk associated with this. I heard on another podcast, you said, hey, right now, a lot of syndicators, general partners are really fighting against people wanting to leave their money in a CD or a money market where they can earn five and a quarter percent. In order to lure someone to take the risk of investing into a real estate deal, where do those returns likely need to be, Aleksey, from your perspective?

Aleksey: I’m going to avoid tax benefits because I think many times, they don’t apply to everyone. Obviously they do the help, but I also don’t think that should make investment decisions for you.

In terms of where I guide people, I think it’s 10% at least. If you can have liquidity, I guess we can have a debate on whether the government is still risk free or not, but if you can get 5% money, and of course there are questions on how long that lasts, that’s a whole other debate, but I think if you show a deal that’s seven or eight, people probably aren’t excited because they can get those levels of returns elsewhere in a more diversified manner. I think it’s 10% plus.

The problem though, Andrew, is I think people sometimes overemphasize IRRs to their own detriment, to be honest. They’ll cut deals out that are 11% IRR because man, I don’t have time to like focus on this 11% IRR deal. I have five others in my inbox that are 20% plus.

Actually, what ends up happening, not always, but I have certainly seen it, is they self-select the more aggressive GPs with aggressive underwriting assumptions and select out the GPs that tried to be more conservative, which is probably just all sequel, probably not what you wanted in the first place. It’s just something to look out for.

Andrew: That’s good. Let’s talk about downside risk. I listened to a previous podcast. You’re big on that being an initial filter when reviewing a deal. I think all of us have a tendency to immediately look at the upside. Would you mind maybe shedding some light on that on like, hey, what is a good way to run through that filter?

Aleksey: Yeah. I guess for anyone that wants to see the table that I’m going to refer to, you can Google don’t lose money with my name or don’t lose money LP lessons. I’m sure it will come up.

First of all, Andrew, I think there’s this very unhealthy misconception in real estate investments that the worst thing that can happen is you getting your money back. I think that is somewhere between delusional or just not informed all the way to pretty dangerous. The reason why this matters is, and I have a data table on this for the folks that are interested, but if you take a 50% loss on an investment, let’s say you invested $500,000, five years later, you made $250,000 back, and that’s it, the investment just didn’t go as planned, you got $250,000 back, then you invested that into something else risk free, which is an assumption, you’re going to make 8% per year. Meaning you found the risk free investment, so to speak, that guarantees you 8% a year, it will take you nine years at that point to get back to your $500,000.

Again, I think this is one of those things. Unfortunately, I talk to people that are going through this. This assumes that you get 50% of your money back. In some cases, you get nothing. I think people acknowledging the fact that downside is real and it can happen is the first step.

In terms of actually analyzing it and understanding what could happen, I think it’s a function of understanding the catalysts or the assumptions in the investment that can have the highest impact in terms of the investment thesis. I’ve spoken about this publicly. Many times that the exit cap rate, that tends to be certainly a hotspot.

I also say very publicly that there’s nothing wrong with assuming anything. The GP can assume whatever they want, and you as an LP can sign up for whatever you want. It’s America. My only request is always, if you’re signing up for something, you should understand what it is before you wire the check.

Just to give you an example, let’s say you’re buying something at a performer seven, then you’re going to stabilize it, and then you’re saying, I’m going to sell this at a four. Again, no hard feelings. I could care less what the assumption is, but it is super important for the LP to understand that that assumption is being made.

I don’t know if you can relate, but I can tell you nine out of 10 decks that I look at don’t make that clear. It’s something you have to reverse engineer into. Maybe you can’t even in some circumstances. At that point, you just have to understand that this is a macro bet. If it’s a macro bet, perhaps it has something to do with like local geography that you really believe in as the LP, and you’re making a play on that plus a bit of a play on interest rates, but you just, you have to understand that that’s not a bet in the property.

It’s not a bet in the GP. The GP cannot control where cap rates go. Your property can’t control where cap rates go to a very large extent. There are some exceptions to that, but not many. It’s really important to understand what you’re getting.

Andrew: Yeah, it’s unknowable. I think that exit cap rate assumption is an easy way to make an 11% IRR look like 15%-20% very easily.

Aleksey: Again, just using the exact example you gave, you threw out one deal that has a 10% IRR, you kept another deal that has 20% IRR, but they’re identical and the only difference is an exit cap rate assumption. You’re going into an investment not realizing this is a macro level like a gamble, basically.

Again, I never tell people what to do. I see my role as making sure they understand what they’re getting into. The thing is you just have to understand that this is beyond the control of the GP.

Andrew: Yeah, it should be more straightforward. You gave a good example of this. You were reviewing an investment update, and you said it was a quarterly update. There was 35 or something pages. The first 34 pages looked beautiful. It was a new dog park installed, they’re doing all these improvements, and then you got to the 35th page and what did it say?

Aleksey: Something along the lines of we predict that there’s a very high chance of losing capital and a decent chance of losing all capital. I said that tongue in cheek, but the reality is, I think that happens more than you and I have seen it, Andrew. It sucks.

Andrew: It’s a benefit that you’re bringing. Every slide deck looks good, but it’s like, hey, does the deal actually look good. Fishing that out and the assumptions reasonable.

Aleksey: For what it’s worth, I don’t necessarily have data that I’ve gathered to say this. But I think from the reporting packages that I’ve seen in general, I think 60% or 70% of them are like this. This has the extreme ending that’s super extreme, but let’s tone it down and say, forget the loss of capital. What if that wasn’t in there? Is that any better?

In other words, what if I just told you about dog parks, leasing updates, and the new paint, but I forgot to mention that next month, our rate cap expires and I have no idea what’s going to happen? Is that better? I would say that’s probably worse. In other words, at least page 35 told me that there’s an issue. I’m probably going to lose capital and set some expectations. In case it’s not clear, I certainly think that’s more important than the dock park update, and it should be not in page 35. There’s varying degrees of just ignoring the most important updates and pushing forward the…

Andrew: Burying bad news.

Aleksey: Exactly. I think almost every time, that is not good.

Andrew: One thing I want to make sure we touch on, you mentioned this, is always look at, hey, how’s the deal capitalized? Most LPs, you said, really don’t understand this part of the deal and how it can add risk. Would you mind maybe touching on that a little bit, how deals are being put together, the capital stack, and so forth. Like you said, if you’re just looking at the IRR expectation or projections, you may not see that this guy’s being more conservative, he’s getting a fixed rate for seven years, or this guy over here has this bridge debt and has all this additional risk that is underlying.

Aleksey: I guess, first I’d point to two different articles that are very much addressing this topic. One is called, is my investment distressed? It’s meant to be a guide for LPs that are, I guess you can say lost in terms of, hey, is my investment doing okay or not? You have a situation where the GP is not so honest or straightforward about what’s going on. You have some information and you can try to figure out what’s happening. That’s number one. Another one that’s relevant is five ways in which real estate can lose you money. That’s another relevant one.

Andrew: I’ll put these in the show notes so we make sure that we can touch on those. I know you have a ton of articles, a ton of good content out there.

Aleksey: I think the reason why I’m mentioning it is that those two articles address two slightly different things. But as you pointed out, Andrew, the overarching theme of both is the stress doesn’t happen in a vacuum. The stress typically happens because there’s a capital partner that needs to be paid. That can be an equity partner, it can be a private equity partner, it can be a lender. It can be the seller in some cases, if there’s a carry back or something, meaning there has to be something that necessitates action, a sale, a refi, whatever it is.

Because of that, you can’t ignore the capital structure because your investment is predicated based on returns. Those returns are based on you being able to pay off that partner in time. As you alluded to, a portion of this is understanding the risk in terms of interest rates. For example, is it a fixed instrument or or variable?

I think another aspect of it is the priority of payments. Just for NLP to understand, I get this question a lot, which is worst thing that happens is we just sell the property and we make our money back, but then obviously that has a big assumption on it. That assumption is ignoring fees, closing costs, and whatever. The assumption is that the property is worth the same exact amount that you paid for it when you want to sell it.

Just understanding the basic mechanics of the fact that equity can go down, it can fluctuate, in some cases there could not be any equity, and it could be a negative equity. I’ve seen cases where the property is worth 30%-40% of the lender’s principal in the deal.

Andrew: Wow. That’s lender’s principal.

Aleksey: Yeah. You can forget about equity.

Andrew: Yeah, it’s like letting down payment down. All that’s wiped out and then the sum.

Aleksey: Yeah. I think the down payment was 20% or something like that. It was pretty highly levered, but all of that is gone. The lender’s investment is extremely impaired as well, which was even for those things that I see pretty extreme. But it happens.

Andrew: What stories do you have of some sticky situations that have come across your desk?

Aleksey: How much time do you have? I think the underlying themes of what’s going on right now is people are realizing that in distress situations, LP interest and GP interest tend to diverge. That is why it’s so important to understand those things up front.

One specific example of that is if there’s distress in a property, and you can get out but get 50% back of your original equity, an LP will beg the GP to just sell, like, please just give me something. I don’t want to be in this deal anymore.

I’m putting ethics aside. Obviously, they’re super important. But just from an economics and business perspective, the GPs incentive, many times, is actually to kick the can down the road because you don’t want it to record on your track record or even worse, speak publicly on the news or whatever. You don’t want to be publicly known as the GP that lost investor capital.

On the one hand, you want to make LPs happy, but on the other hand, you got a business to run. The business depends on raising more money and you have this bad apple. You started seeing divergence of interests in those circumstances that creates some pretty challenging times.

Andrew: Some weird situations, yeah. I think it’s interesting that, obviously, interest rates went up significantly and pretty fast. There’s a lot of these weird situations happening right now that 10 years ago, we weren’t talking about, even five years ago, we weren’t talking about.

What else don’t we know, Aleksey, that you think would add value to our LP listeners out there? What else do you think we should make sure they know to educate them? I think we’ve been pessimistic a little bit about LP investing and syndications. How can we leave them off with some additional value?

Aleksey: I think a proper investor mindset is reasonably optimistic. As you said earlier, Andrew, you need to look at the upside. Otherwise, why are you investing? Just put it in the stock market index, whatever, or treasuries. You need to be able to see the vision, to see the upside in this deal. At the same time, you also have to protect your downside.

What I call it, I think, in my articles is a healthy dose of skepticism. I think it’s actually extremely important. I think it has to be a healthy amount. You can’t just look at every deal and try to kill it. At some point, you’re just going to have your cash under a pillow. You need to be able to take risks. You’re not going to be able to get all your answers in any deal. I can tell you, I always had more questions before we put dollars out at store, and I think the same thing with LPs.

In terms of the upside, I speak pretty publicly about the benefits. I think it’s pretty cool to be able to participate in a specific asset and see it flourishing. Obviously, you get the tax benefits that everyone talks about. I think this is another thing that is often missed. I think you just find this to be interesting.

I don’t think you should be an LP investor if you don’t like thinking about investments and learning because they’re just complicated. They’re complicated, and you will have questions on the best deck in the world.

It’ll take some turns to get back to the GP and come back, and it takes patience and it takes time, which is why I also sort of guide people to investing certain amounts because I think the amount I gave an example is like, if you invest $5000, the amount of time that you took to properly vet an investment already negated the return that you might not even get. If you invest without due diligence, then you might as well put it into Bitcoin, but it’s not an investment advice, that has a possibility of 10x-ing or a hundred X. Whereas a real estate investment, generally, doesn’t follow such return threshold. Hopefully that helps.

Andrew: That’s great. Do you have any tips, questions to ask a GP before investing with them or tips on what a good GP looks like?

Aleksey: I think there are two things here. First of all, for those people listening, 26 questions to ask your GP would be the most direct answer to that question. What I tried to do, there are two things. One is explain to people how to ask a question. That sounds like so elementary school, but I think it’s extremely important because how you ask a question will determine whether you get an answer that’s helpful or not. There’s many different ways to sort of go around answering a question if you don’t ask it properly.

The second thing is, obviously, I list a ton of questions to go through. I’m not sure to ask your GP, but sometimes as I write in that article, you really should be asking these questions to yourself. If those questions are not clear based on what you’re being presented, then you should ask the GP.

You should also recognize the fact that you can’t ask 26 questions to a GP. You need to understand and be sensitive to the fact that they have other investors, you can’t ask everything, and you need to prioritize. Many times at any given transaction, you’ll get to in your head two or three catalysts that are like, if I can’t get past these questions, I don’t think I’m in. Even if the other questions are answered well, but you need to do the work.

The intellectual curiosity needs to be there to have that stamina to get through something and say, okay, I have 15 questions. I can’t send 15 questions to the GP, or at least I don’t think it’s respectful to do so. Which five or three can I send? Depending on how those go, either I’ll include more because I’m more interested in a deal and I think I can tell them that, or I’m just going to be like, I’m out, but then the GP didn’t need to answer 15 questions for you to be out. There’s a balance, but hopefully that helps.

Andrew: That’s super helpful. I think that if more LPs would take that extra step, they would not disqualify themselves from being responded to last. If you send a GP 50 questions, like you said, they might put your email on the back burner and answer the person that sent maybe one or two questions.

Any tips on PPMs? When reviewing those, a lot of times it’s 150 pages. To hire an attorney to come through one of these things is probably cost prohibitive. What do you recommend on PPMs and what to look for?

Aleksey: First of all, I’m not an attorney. I rarely look at them, unless they specifically relate to a business term that I’m looking into. For instance, if a deck isn’t clear about a waterfall, I’ll look at a PPM to figure it out.

At least once, so to speak, I think you should read that thing. My real opinion is you should read them always. A lot of it depends on whether you’re investing in amounts that you don’t really care about. There’s some level of trust.

I think there’s a dual reality here. On the one hand, it’s very rare for these things to be amended unless you’re a very big investor. Even if you find five things that are wrong with the PPM, you’re not going to change them probably again, unless there’s a side letter agreement. But then there’s a question of whether that’s fair because all the LPs didn’t get it. That’s a whole other debate.

I do think from an investment perspective, it’s just important. Just like it was important to understand the business terms, it’s important to understand the legal terms. One thing that I can tell you to look out for, and this is something I’m very public about, is something called the return of capital. Just making sure that the return of capital provision is very clearly stated and it’s part of the waterfall. It is before the GP is in the money in terms of their promote.

There are very few circumstances that they do exist, but there are very few circumstances when I think LPs should budge on that. The reason why I say that is most decks just don’t address it many times because it’s so standard. The dangerous part about that is then you get a deck that doesn’t address it, but it’s not because they think it’s obvious, it’s because it’s not included. You get caught signing a PPM that doesn’t have it. I guess let’s just say I’ve seen a few circumstances like that that haven’t turned out to be so favorable.

Andrew: Totally, yeah. That aligned interest is super important from the LP and GP side of things. Awesome, Aleksey. Thank you so much. I know we ran a little long here. If any of our listeners would like to get a hold of you or find your content, what’s the best way for them to do so?

Aleksey: My name is pretty unique. I’m pretty publicly available on Twitter, LinkedIn. I try to post every day. I write weekly as well to the 3500 LPs that you mentioned. That is lplessons.substack.com.

Andrew: Awesome. Thank you so much for all these golden nuggets. Thanks for coming on the show.

Aleksey: For sure. Thank you so much, Andrew.

Andrew: That’s it for today, folks. Reminder, please leave a review if you got value out of this show. It helps us get more listeners and means the world to me. Thank you all so much for tuning in.

Would you like to see mobile home parks values and projects in progress? If so, follow us on Instagram @passivemhpinvesting for photos and awesome videos from our recent mobile parks acquisitions. Once again that’s @passivemhpinvesting on Instagram. See you there.