A tactical workshop on finding the right JV partner, structuring the deal, and negotiating operator-friendly terms.
Programmatic JVs are how established sponsors scale, but negotiating them is an entirely different skill than raising from high-net-worth individuals or syndicating individual deals.
The capital partner brings institutional expectations: aggressive fee structures, board-level governance, and term sheets that look nothing like a standard LP agreement.
If you’re making the jump from deal-by-deal capital raising to a programmatic partnership, you need to understand the landscape, the players, and the terms before you sit down at the table.
This workshop walks you through the process from sourcing a JV partner through negotiating and closing the term sheet. We’ll use a fictional case study to work through real scenarios, matching the right investor type to your strategy, structuring the economics, negotiating the key provisions that make or break a JV relationship, and understanding the governance and reporting requirements that institutional partners expect.
You’ll leave with a practical framework for approaching JV conversations and a working knowledge of the terms that matter most.
Paul is also a partner at PTB, a real estate investment banking boutique, and focuses on the intersection of capital markets, media, and alternative real estate. He has funded over $1B of real estate projects and platforms, and acquired and asset-managed over 8 million square feet of office, industrial, and multifamily assets in the US.
Contact the host →You’ll learn how to
Understand the programmatic JV landscape
Learn how programmatic JVs differ from fund and syndication structures, when they make sense, and what institutional capital partners actually look for in a sponsor.
Match your strategy to the right JV partner type
Navigate the differences between PERE funds, family offices, platform investors, and co-GP funds, and understand which partner type aligns with your strategy, governance preferences, and capital needs.
Structure the economics
Build the financial architecture of a JV: management fees, preferred returns, promote waterfalls, co-investment requirements, and how each element interacts.
Navigate key term sheet provisions
Work through buy box parameters, capital commitments, approval rights, ROFO/ROFR, reporting requirements, and removal clauses, and understand what each means in practice.
Negotiate from a position of strength
Learn what to push on and what to concede, how sophisticated sponsors approach JV negotiations, and how to protect GP flexibility without blowing up the deal.
Avoid the pitfalls that derail JV relationships
Identify the structural and governance mistakes that cause JVs to break down, from misaligned incentives and unclear approval matrices to reporting failures and deployment timeline disputes.
What the workshop covers
The JV Landscape: When and Why to Go Programmatic
- Why programmatic JVs vs. funds vs. deal-by-deal syndications
- When you’re ready for a programmatic partnership, and when you’re not
- What institutional capital partners look for in a sponsor
- How JV economics differ from fund economics: fees, promotes, and governance
Meet the JV Partners
- PERE funds: institutional process, aggressive terms, large check sizes
- Hedge funds: flexible mandates, speed, and opportunistic deployment
- Family offices: relationship-driven, longer hold horizons, lighter governance
- Platform investors: HoldCo/GP/OpCo-level capital, equity and/or debt
- Co-GP and GP funds: GP-level investment to meet co-invest requirements
Structuring the Deal
- Management fee structures (~0-1% asset management fee in JVs)
- Preferred returns: 10-12% in JVs vs. 8% in fund structures
- Promote waterfalls: 85/15 vs. 80/20 splits and multi-tier structures
- Co-investment requirements and capital commitment mechanics
- Deployment timelines and investment period constraints
The JV Term Sheet: Provision by Provision
- Buy box parameters: geography, asset type, deal size, leverage limits
- Capital amounts, timing, and capital call mechanics
- Approval matrices: what requires LP consent vs. GP discretion
- Future deal rights: ROFO, ROFR, and exclusivity provisions
- Reporting requirements and investor communication
- Removal and replacement provisions
Negotiation Strategy & Common Pitfalls
- What to push on and what to concede in JV negotiations
- Common mistakes sponsors make with institutional partners
- How sophisticated sponsors protect GP flexibility
- Red flags that signal a JV relationship will break down
Case Study Workshop: Structuring Your JV
- Applying the full framework to Sam Kowalski’s $150M multifamily platform
- Evaluating three potential partners and selecting the best fit
- Building the economic structure and negotiating key provisions
- Live exercises and role-play negotiations with participants
Live exercises
Match the Partner
Given Sam’s strategy and three potential JV partners, analyze which is the best fit and why, considering capital needs, governance preferences, and strategic alignment.
Structure the Economics
Build the waterfall structure for Sam’s JV, set the preferred return, promote tiers, management fee, and co-investment using a provided template.
Term Sheet Markup
Review a sample JV term sheet and identify the 5 provisions most favorable to the LP, then draft counter-proposals from the GP perspective.
Approval Matrix Design
Design the approval matrix for the JV, which decisions require LP consent, which are GP discretion, and where the friction points are.
The Negotiation
Role-play negotiation of 3 key provisions, promote waterfall, removal clause, and buy box restrictions, with AI playing the institutional LP.
Hear from our alumni
"Brad and Paul opened my eyes to how real estate deals get put together, where incentives lie, and how we might create business cases for proptech and climate tech. Great stuff!"
"A perfect introduction to the most important real estate concepts, distilled down in the perfect way to absorb and retain. Paul and Brad clearly thought a lot about how to actually educate, not just data-dump the group."
"Excellent course that guides you through a fictional case study with detailed explanation of every single step for all personas at every stage of a real estate deal. I highly recommend enrolling."
"Huge thank you for an amazing five weeks. The 'Selling into Real Estate Owners' course content is a goldmine for anyone building or selling in PropTech, and the weekly cohort discussions are a rare chance to learn directly from peers."
"A collection of engaging and collaborative sessions on how to launch and structure a venture into real estate. Paul and Brad put on a great class with an even better collection of participants."
Format & access
One live session
Two hours via Zoom
Five hands-on exercises
Applied to the Koala Capital case study throughout the session
Post-workshop access
Circle community with recordings, templates, and sample term sheets
A recording for everyone
Recordings are sent to all registered attendees, whether or not you attend live.
Frequently asked questions
How much experience do I need?
This workshop is designed for sponsors and capital markets professionals who have raised capital before, whether through syndications, funds, or individual deals, and are now exploring programmatic JV relationships. You don’t need prior JV experience, but you should be familiar with basic real estate investment structures.
Is this relevant for single-asset sponsors?
Yes. If you’re currently raising deal-by-deal and considering the jump to a programmatic structure, this workshop will give you a clear picture of what’s involved, what institutional partners expect, and how to evaluate whether you’re ready.
Will recordings be available?
Yes. Recordings will be shared with all registered participants via Circle. However, the live exercises and role-play components are best experienced in real time.
Will participants receive the materials?
Yes. All attendees receive workshop slides, the case study materials, sample term sheet templates, and access to the post-workshop Circle community.
As featured in
Raising and Structuring Programmatic Joint Ventures
Live on Wednesday, July 22, 12-2pm Eastern Time. $299.
Register for this workshopRecordings are sent to all registered attendees, whether or not you attend live.