Provided in confidence for evaluation. Not for redistribution.
Risks and Disclosures
Back to CalculatorNothing Here Is an Offer
Every figure in the calculator is illustrative modelling. No rate is quoted, held or locked, and nothing binds any party. Any transaction remains subject to lender credit approval, appraisal, third-party reports, satisfactory underwriting and executed documents.
Commercial Borrowers Only
The arrangement is available only against commercial real estate held by a business entity for business purposes. It is not consumer credit, it is not offered to consumers, and it is not secured on a principal dwelling.
The Borrower Takes On More Debt
The arrangement places a second tranche alongside the senior loan. The proceeds of that tranche are applied to a pledged growth asset — they are not released to the borrower. Higher total leverage magnifies the effect of any fall in property value, tightens coverage, and could make future refinancing harder to obtain.
The Borrower Carries the Residual Tail Risk
In exchange for the premiums paid to the borrower, the borrower takes on the residual tail risk of the pledged growth asset. If at maturity the growth asset is worth less than the outstanding balance of the second tranche, the borrower is responsible for the shortfall. That obligation is contingent — it arises only in that circumstance — but it is real, it is not limited by the size of the rate discount, and it could substantially exceed the total interest saved.
The price of the growth asset is highly volatile. It could fall sharply, fall a long way, and stay down for extended periods. Past performance is not a guide to future performance, and no return is promised or implied.
The Discount Is Funded by a Third Party
The rate reduction is funded by a separate capital provider — not by the lender and not by the borrower. That provider posts collateral at closing and is legally and financially committed for a minimum period. A failure to perform beyond that period could interrupt the discount. The borrower's obligations to the lender are unaffected in either case.
The Lender's Remedies Are Unchanged
The senior loan behaves like any other senior loan. Default, acceleration, foreclosure, guarantees and any recourse provisions operate exactly as written. This structure does not soften them, and does not give the borrower additional cure rights.
Maturity and Early Exit
The loan does not fully amortise over its term, so a balance falls due at maturity — as it would on a conventional senior loan of the same tenor, which equally has to be refinanced or repaid on sale. Refinancing terms will be whatever the market offers at that time.
Repaying early, selling, or unwinding before maturity may forfeit the remaining discount, may trigger breakage or unwind costs, and could bring forward the residual obligation described in item 04.
Tax, Accounting and Independent Advice
How this arrangement is characterised for tax and financial-reporting purposes depends on the borrower's own circumstances and on advice only the borrower's advisers can give. The modelling ignores tax entirely. No borrower should proceed without independent legal, tax, accounting and financial advice from advisers of its own choosing. Twenty1 Ventures does not provide that advice.
How We Are Paid, and Where Our Interests Sit
Twenty1 Ventures is compensated through an arrangement fee on the transaction and through a share of the capital provider's outcome. Our compensation therefore depends on transactions closing and on how the pledged growth asset performs. We act as an arranger. We are not a lender, a broker-dealer, an investment adviser, or a fiduciary to any party, and we do not owe the borrower a duty to recommend the best available financing.
Governing Documents Prevail
Where anything on this page or in the calculator conflicts with the executed loan, security or intercreditor documents for a transaction, those documents govern. Modelling assumptions are available on request. This material is provided in confidence for evaluation and is not for redistribution.
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