Deal Structures
Every position needs the right route. Our flexibility in deal structures allows us to move fast and deliver the best outcome for the situation.
We structure each transaction to match the specific requirements of the position. The right structure accelerates execution and delivers clarity for all parties involved.
The constant across all structures: we assume full control and responsibility, and provide a clean exit for sellers.
Our Transaction Structures
Asset Deal
Direct purchase of the asset and related rights, permits, and contracts.
Suitable for:
Individual assets, straightforward ownership structures, completed or near-completion projects
Structure Details
- Full ownership transfer with comprehensive due diligence
- Assumption of relevant contracts and permits
- Financing structured at asset level
- Immediate operational control
Key Advantages
- Clean legal structure
- Clear ownership transfer
- Flexible financing options
- Rapid execution capability
Share Deal (SPV)
Acquisition of the entity holding the position.
Suitable for:
Complex projects, existing SPV structures, ongoing developments with multiple contractual relationships
Structure Details
- Purchase of shareholdings in the project vehicle
- Assumption of existing financing structures
- Continuation of all contracts and obligations
- Potential tax efficiencies depending on structure
Key Advantages
- Preservation of existing contracts and relationships
- Continuity of financing arrangements
- Potential tax efficiency
- Accelerated transfer in complex structures
Loan / Note Purchase (Loan-to-Own)
In select cases, acquiring the debt position is the most efficient route — particularly under funding pressure or structural complexity.
Suitable for:
Distressed situations, complex capital structures, opportunities requiring a phased approach
Structure Details
- Acquisition of senior or mezzanine debt positions
- Control rights via loan covenants
- Potential conversion to equity ownership
- Risk-adjusted pricing methodology
Key Advantages
- Lower initial capital requirement
- Secured position with upside potential
- Control without full equity commitment
- Flexible exit strategies
Vendor Component (Selective)
Hybrid structures where the seller retains a limited equity interest or receives performance-linked consideration.
Suitable for:
Situations where seller expertise adds value, uncertain project outcomes, relationship-dependent positions
Structure Details
- Seller retains 5–20% equity participation
- Performance-linked earnout mechanisms
- Shared upside upon successful completion
- Defined exit rights for seller component
Key Advantages
- Seller interests aligned with project success
- Reduced initial capital outlay
- Retention of seller expertise during transition
- Risk sharing in uncertain outcomes
What We Don't Do
Clear boundaries ensure aligned expectations from the outset.
Development Financing
We do not provide mezzanine or bridge loans to sustain ongoing projects. We acquire positions outright.
Joint Ventures with Ongoing Seller Cooperation
We structure for a clean exit. Long-term partnerships with sellers do not fit our model.
Advisory or Brokerage Services
We are principals, not advisors. We acquire assets directly rather than facilitating transactions for others.
Minority Stakes Without Control
We require operational control to execute our strategy. Passive minority positions do not align with our investment mandate.
Selecting the Optimal Structure
We determine the optimal route based on transferability, tax efficiency, execution timeline, and risk profile — including claims, contracts, permits, and financing considerations.
Legal Structure
Ownership complexity, permit frameworks, existing contractual obligations
Tax Efficiency
Optimal tax treatment for both buyer and seller across jurisdictions
Timeline
Execution speed requirements and structural complexity considerations
Discuss Your Position
We will advise on the optimal transaction structure for your specific circumstances.