Acquiring a Business with Real Estate (Where RE = 75% of Total Price)

April 21, 2025
by a searcher from University of Toronto - Joseph L. Rotman School of Management in Durham, ON N0G 1R0, Canada
Curious how others have approached deals where the commercial real estate makes up the majority of the total purchase price.
I’m evaluating an opportunity where approx. 75% of the $4.5M asking price is tied to the property. The business itself is solid, but the seller wants the land + opco sold as a package. I’m assuming the typical route would be:
1. Separate the valuations: appraise the land and business independently
2. Acquire the real estate through a HoldCo
3. Have the OpCo lease back the property from the HoldCo post-close
But here’s the challenge — they want 30% of the combined price available as cash at closing (~$1.35M), regardless of how it’s structured.
To make this work, I’ll need to bring in investors. My questions to this group:
• At what stage do you typically involve investors? Will they consider committing based on the CIM and initial conversations, or do they generally wait until post-diligence?
• Any creative ways you’ve structured deals where RE was a large part of the asset base but you didn’t want to tie up all your investor equity in land?
For context, the broker has requested full profiles and NDAs from all involved investors before granting meetings with the sellers. They’ve also asked to speak with my financing bank directly. I understand the need for vetting, but it feels like a bit of a catch-22.
Appreciate any thoughts from those who’ve navigated similar deals — especially where fundraising and structure were tightly linked.
from University of Texas at Austin in Fort Worth, TX, USA
from University of Nevada in Henderson, NV, USA