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Equity Waterfall Calculator

Model partnership profit splits with preferred returns and promote structures. See how GP/LP distributions flow through each tier of an equity waterfall.

Deal Structure

Waterfall Structure

Tier 1 — 8% to 12% IRR

Tier 2 — 12% to 18% IRR

Tier 3 — Above 18% IRR

GP Total

$140,000

17.5% of profit

LP Total

$660,000

82.5% of profit

GP Equity Multiple2.40x
LP Equity Multiple1.73x
GP Annualized Return19.1%
LP Annualized Return11.6%

Distribution by Tier

Preferred Return (8%)$400,000
GP 10%: $40,000LP 90%: $360,000
Tier 1 (8%–12% IRR)$200,000
GP 20%: $40,000LP 80%: $160,000
Tier 2 (12%–18% IRR)$200,000
GP 30%: $60,000LP 70%: $140,000
GP
LP
GP SHARE17.5%
GP Distribution$140,000
LP Distribution$660,000
Total Equity$1,000,000
GP Equity$100,000 (10%)
LP Equity$900,000 (90%)
Total Profit$800,000

What does this mean?

Solid

This is a reasonable deal for LPs — the preferred return is met and the GP earns a modest promote. Both sides are compensated appropriately for the risk and work involved.

What Is an Equity Waterfall?

An equity waterfall is the structure that determines how profits from a real estate investment are split between the General Partner (GP — the operator) and the Limited Partners (LPs — the passive investors). Profits "fall" through sequential tiers, with each tier defining a different split ratio.

Tier 0: Preferred Return → Split pari passu by equity %
Tier 1: Above pref to Hurdle 1 → GP gets promoted split
Tier 2: Hurdle 1 to Hurdle 2 → GP gets larger promote
Tier 3: Above Hurdle 2 → GP gets maximum promote

Preferred return: LPs typically receive a preferred return (commonly 6–10%) before the GP receives any promote. This compensates passive investors for opportunity cost and risk. The preferred return is distributed proportionally based on each partner's equity contribution.

GP promote: The promote (or carried interest) is the GP's disproportionate share of profits above certain return hurdles. A GP who puts in 10% of equity might receive 20–40% of profits above the preferred return — that's the promote compensating them for sourcing, managing, and executing the deal.

Why it matters: The waterfall structure aligns incentives. LPs get downside protection through the preferred return. GPs are motivated to maximize returns because their economics improve dramatically as the deal outperforms. A well-structured waterfall makes both sides feel fairly compensated.

Common structures: A typical syndication might use an 8% pref with a 70/30 split (LP/GP) above the pref, stepping to 50/50 above a 15% IRR. More aggressive structures might have a 60/40 or even 50/50 split above the pref, with higher promotes at higher hurdle rates.