*BREAKING* TIDES EQUITY/AMC - EMAIL LETTER REVEALED
Dear Investors: We are writing to provide you with critical updates regarding our joint venture investments with Tides Equities (“Tides”), and to outline the actions we are taking to address the challenges we face. This email is supplemental to the individual property updates that will be sent out over the next month, or so. We have recently been experiencing significant issues with Tides as outlined below. Our goal is to ensure transparency, present a clear plan of action, and work together to fund the capital necessary to protect and maximize the value of our assets. Property Management The real estate market has experienced significant changes which have negatively impacted our original business plan with Tides of acquiring, renovating, leasing and re-selling the Tides assets in a short period of time. Although Tides was incredibly successful at quickly renovating, increasing rents and re-selling properties in a favorable, or seller’s market, these “quick sales” are no longer feasible in today’s economic environment where mortgage interest rates are the highest they have been in 16 years, and prices are down as much as 25% from a year ago. In most cases, a sale today will not generate sufficient proceeds to return some or all of our original investment. We are in the process of gathering updated broker’s opinions of value on all Tides assets, which will enable us to base our decisions on accurate and current information. We will include these opinions of value in future updates that will be sent out. When we look at the extended hold period required to get to a more favorable and normalized market and transact a profitable sale, it becomes evident that Tides’ property management group is not adequately equipped to handle a more traditional and longer-term property management business plan, where operational efficiency, optimal leasing performance and experience is of utmost importance. At the insistence of one of its large institutional partners, and with AMC’s full support, Tides has partnered with RPM Living (“RPM”), a highly reputable property management company with a proven track record. RPM currently manages more than 148,000 units in 45 submarkets nationwide, making them the 7th largest property management company in the United States as of 2022. AMC previously joint ventured with RPM on multiple multifamily investments when they were known as Roscoe Property Management. RPM will take over the property management of Tides’ entire 34,000+ unit portfolio, including all of its joint ventures with AMC. The transition is currently underway and expected to be completed by the end of June. AMC is very pleased with this decision and believes this change will enhance efficiency and performance and maximize the future value of our assets.
Lack of Transparency We regret to inform you that we discovered issues with Tides’ lack of transparency which has resulted in unexpected cash shortages. The cash shortages were caused by Tides diverting funds meant to pay vendors for work completed to instead pay mortgage payments. Interest payments on our variable interest rate loans increased rapidly with the Fed’s 10 consecutive rate hikes over the past 12-15 months, and these increased mortgage payments quickly depleted our interest reserves. With no cash on-hand to make mortgage payments, Tides diverted funds earmarked to pay vendors that completed renovation work to make mortgage payments. Tides initially indicated that they had entered into payment plans with vendors, who were amenable to accruing balances so Tides could use these funds towards making mortgage payments instead. Earlier this year, Tides advised AMC that, following our last capital infusion, all vendors had been paid current. Subsequently, Tides informed us that their original projections were not accurate as they were completed in November of last year before delinquency and bad debt spiked across all markets and as Covid and rental relief programs began to dry up. As a result, while payables across all sites had been paid down, negative cash flow and accrued payables grew much faster than initially projected. As a result of these issues, Tides indicated that an additional $14.1 Million in funds would be required to carry the properties through 2023, including $12 Million in accrued balances owed to vendors. Obviously, this came as a huge shock as the monthly property reports Tides prepared and provided to AMC showed the mortgage payments being made, however, Tides did not disclose the extent of the vendor balances they were continuing to accrue. We have thoroughly vetted each of the reforecast budgets for every Tides asset. Based on the information provided and verified, we are confident that this amount is sufficient to get us through year end, at which time we will again re-evaluate cash flow projections through 2024. While the negative cash flow situation is temporary and will be resolved as additional unit renovations are completed and rents are increased to market rates, the need to get the vendors paid current still exists.
Our Plan of Action To address these capital needs and secure the future of our investments, we have developed a comprehensive plan, consisting of the following: Investor Capital Infusion: We will be reaching out to existing investors in each of the Tides entities that require additional funds, offering the opportunity to provide additional capital as preferred equity. Preferred equity investments will have seniority and priority over the existing Class A Members and B Members, and will accrue a 15% per annum return, which will be repaid upon the sale of the property. These additional preferred equity investments will be “pari passu” or side-by-side and equal in priority with any existing preferred equity investments in these entities. External Funding: We are actively exploring opportunities within our network of high net worth investor contacts to secure additional preferred equity investments in exchange for the same 15% preferred return together with a majority stake in Tides’ manager profits in each entity, if any. These discussions are ongoing and limited to those contacts able and willing to fund the majority of capital required. At this point in time, one partner has offered to fund the amounts needed for more than half of the entities requiring capital, and several others are evaluating the opportunity. This additional offering of Tides’ managers’ profits, to the extent there are any, has absolutely no impact on our investors’ returns, as these profits come solely from Tides’ share of any future sale proceeds. AMC Capital Infusion Fund 2, LLC (“CIF-2”): We recently launched CIF-2 to raise up to $20 Million for entities requiring additional capital through the end of 2024. We will raise funds into CIF-2 in multiple rounds intended to cover (1) operational shortfalls through 2023; (2) shortfalls from January through June 2024; and (3) shortfalls from July through December 2024. We believe our current projections are conservative based on the information provided, however, they may be impacted by factors entirely outside of our control, including future Fed interest rate increases and the state of the economy as a whole. By investing in CIF-2, investors take a preferred equity position across all impacted properties, thus providing diversification and eliminating the need to decide which specific entities to invest in. Those interested in investing in CIF-2 may click here to reserve your investment position. Looking Ahead We are meeting with our legal counsel to discuss the situation and what additional steps we should take to further protect our investors’ positions. In the coming weeks, we will reach out to members in each individual Tides entity, providing a detailed summary of the additional capital needed, if any. We strongly urge all investors to consider the implications of us not being able to raise the necessary funds promptly, as being forced to sell in the current weak real estate market where values have declined up to 25% will likely result in Class B members losing some, or all, of their original investment. This is not meant to be a scare tactic, but rather a genuine view of reality that everyone needs to fully understand. We want to emphasize that we are committed to resolving these temporary challenges and restoring profitability but cannot do so without your financial help. Please join us in our efforts to secure and protect our investments and create future profits. We remain dedicated to keeping you informed and addressing any concerns you may have throughout this challenging process. AMC INVESTMENTS
tldr?
Tides is pretty much in a really bad spot.
now you grabbed my attention
I'm not reading that.
No one asked you to
/
Exactly what the title says. Yes it's a memo. Do you have not have any reading comprehension skill?
/
The $20m is only for EOY 23 - I would imagine $6.5b of Class C apartments will continue to be cash intensive.
Oh yeah, if they called their entire shortfall today most people would just bite the bullet and take the loss. They're going with the slow bleed option.
How in the world is amc going to make it out of this? They blame tides and take 0 responsibility and had virtually 0 oversight of their investors equity. They also neglect to mention to their investors that these pref loans are to fill the gap of underwater loans, which means the investors are just paying off lenders’ over exposure and their investment will be valued at 0 or a fraction of the equity the minute they invest it.
Tides was naive and irresponsible and probably in some cases committed outright fraud.
Amc was also naive and irresponsible.
They all took extreme risk. Did they disclose the extreme risk to investors?
Also RPM is horrible. They have 0 concern for how much money they blow and hide extra fees all over the place. They charge 13% to process payroll. RPM only has one concern, RPM! They will drain those properties of all the cash so fast. We should expect to see a decline of 20% of NOI, which will further decrease the value of the properties.
I mean, I agree with you that AMC deserves blame for investing with a company that was obviously committing fraud and then pretending they had no idea... but if you believe this memo, Tides was also lying to them in their MORs. It's a real "leopards ate my face" kind of moment, because if AMC did a shred of diligence they'd have realized that Tides was lying to lenders and shortchanging their residents, so it's hard to have sympathy when the people who have been concealing vital information from everyone else turn around and conceal vital information from AMC... but they're still being lied to.
Was time for an update, although mostly unchanged.
lmao MF1 is on this list. Love how whoever put this together is certainly deep in this industry. MF1 is basically the tides of bridge lenders out there. Putting out something like $5-8bn to the worst assets all at the peak of the market 2020-22
Just waiting on Nitya...
AMC did this same exact thing last cycle losing a bunch of Investors capital in crappy deals
Amazing how short of memories people have
This is game over now
Do you have the full story on it?
The first warning sign was they don't pay their interns
however, Tides did not disclose the extent of the vendor balances they were continuing to accrue.
Cash financials strike again
Help a not smart guy like me understand the situation better... if vendors went unpaid does this mean there is a chance they were using CapEx draws to pay the lender back their interest? If that is the case, does it trigger any badboy carveouts?
It depends. You're thinking of this like it is a new construction deal, in which case doing something like this is much harder. It's very much possible that Tides closed their acquisition loan and then funded the rehab with equity (simultaneously), in which case the lender won't care how the renovation money gets spent. Tides is saying to AMC "we're going to use your dollars to do rehab work that is accretive to the building" but at the end of the day, Tides is also obviously using equity to cover opex too, because they lie on their loan applications in order to boost leverage, so essentially they just wanted (and got) a black box of cash which they pinky swore would be used for value-boosting renovations, but really they did whatever the hell they wanted with it. There aren't any guarantees tied to the equity, though obviously if AMC sues, it'll be pretty damning that Tides was lying by omission on its MORs
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