Run the numbers a lender would run — NOI, cap rate, DSCR — then see what you actually pocket after seller financing. Structure the capital stack and draft the Letter of Intent from the same set of numbers.
The math is the easy part to get wrong — and the expensive part to get wrong late.
You estimate debt service in your head, submit an offer, then find out from the lender that it doesn't cover the ratio they need.
Senior debt and seller carry get lumped together, so you never see what a lender actually underwrites versus what lands in your pocket.
By the time you've hand-written an LOI, a faster buyer has already put the property under contract.
Most calculators assume a single loan. DealPencil is built around the deals that don't — where seller carry changes what the lender sees versus what you keep.
Enter rent, vacancy, and operating expenses — get net operating income and cap rate instantly, recalculated on every keystroke.
See the DSCR your lender will underwrite against senior debt alone, next to your true net cash flow after seller carry payments.
Size a senior loan and a seller-carry note independently against the price — even past 100% combined — and see exactly what's left over as cash to the buyer at closing after fees.
Every figure above flows straight into a printable Letter of Intent — price, financing terms, due diligence window, and expiration.
A single at-a-glance score, driven transparently by your DSCR against your own threshold — not a black box.
No account, no backend, no data transmitted anywhere. Every calculation runs locally on your device.
Enter the property and financing details below. Every number updates live as you type.
Real bills go in as dollars. Only the three reserve lines below are percentages of gross rent.
DSCR clears your threshold.
Saved deals scored against each other on the numbers that decide which one you chase.
Best value in each row is highlighted. Figures are recalculated from each deal's saved inputs, so they always reflect the current model.
Fills in automatically using the deal numbers above — add the remaining details and generate a printable LOI.
FLOCK‑FLY
Real Estate Acquisitions
Letter of Intent
Non-Binding · Purchase of Property
Re: Letter of Intent to Purchase Property
We are pleased to present this Letter of Intent expressing our intention to purchase [Property Address] for the proposed purchase price of $0. This Letter of Intent outlines the key terms and conditions of our offer, subject to further negotiations and the execution of a formal purchase contract.
Property Condition: Property to be acquired strictly in its present "As-Is, Where-Is" condition, with no representations or warranties from the Seller.
Cash at Closing: $0. The Buyer has established lender financing relationships and can deliver without delay.
Seller-Equity Agreement (Finance Agreement): $0, amortized over 0 years at 0% interest, with monthly payments of $0 and a refinance contingency.
Seller-Equity Agreement: Simultaneously, the Buyer's LLC operating agreement is executed to reflect the Seller's minority equity interest. Escrow returns this portion to the Buyer post-closing, while the Seller retains a secured interest in the LLC for that amount, with rights to assume full ownership of the LLC in the event of default.
First Stage (All-Cash Closing): The Buyer will close all-cash, with the close contingent on the Property appraising at or above the purchase price. After closing, the Buyer may seek financing to reimburse a portion of the funds, but this does not affect the Seller. Full details will be addressed in the PSA.
Second Stage (Seller-Financing / Installment Sale): The remaining balance will be structured as seller financing through an installment sale, secured by an equity-carry arrangement that protects the Seller's interest. The Seller will receive an immediate down payment at the first close, and the installment portion will be documented in the PSA with terms designed to protect both parties. Any post-closing terms related to the JV structure or seller financing will be addressed in a separate addendum.
1Seller Agrees to Sell Property
2Stage 1 — Cash Closing
3Stage 2 — Equity Carry Agreement
4Seller's Equity Terms
What the Seller Receives
Seller Protection Clause: The Buyer and Seller will structure the transaction so that the Seller retains a minority equity interest. The agreement will include provisions allowing the Seller to regain control of the ownership entity if the Buyer defaults on their financial obligations. Full terms will be detailed in the PSA and related operating agreement.
Deposit: Earnest Money Deposit (EMD) equal to 0% of the purchase price ($0).
Earnest Money: Shall become non-refundable upon expiration of the Feasibility Period. Any extension of the Feasibility Period would require mutual agreement between the parties, with terms to be finalized in the PSA.
Inspection Period: The Buyer shall have a 0-day due diligence period following execution of the PSA to complete inspections and review relevant information. The Earnest Money Deposit will become non-refundable upon completion of this period.
Provision of Financial and Operational Documentation: The Seller will provide the Buyer with all financial, operational, and tenant-related records reasonably necessary to complete due diligence.
Closing Date: Closing to occur within 0 days or sooner following full execution of the Agreement. The Buyer is positioned to close earlier if conditions permit. A one-time extension of 15 days may be granted upon mutual agreement.
Closing Costs: The Buyer will pay all standard closing costs and prorated property taxes. The Seller will remain responsible only for broker commissions. The Buyer will also cover any survey required for the transaction.
Contingencies to Closing: Buyer shall have a due diligence period to conduct property inspections, review relevant documentation, and complete any financing or appraisal contingencies. This Letter of Intent is non-binding and is provided only as a preliminary outline of proposed terms. A formal Purchase and Sale Agreement will be required to create any legal obligations between the parties.
Additional Contingencies:
This Letter of Intent is valid until 11:59 PM PST on . If an executed copy of this letter is not received by that date, this Letter of Intent will be considered withdrawn.
We look forward to further discussions and negotiations to reach a mutually beneficial agreement. Please do not hesitate to contact us to initiate the next steps in this process.
Sincerely,
Marc Amyre F. Bihis
Partner Investor
Acquisitions Manager
(949) 470-7426
marcamyre@gmail.com
Philip G. Carey
Manager/Investor
Equity Investments
(859) 756-7057
philip.equity.investments@gmail.com
Date
Buyer: Firebird Holdings
ACCEPTANCE THIS DATE:
Date
Seller: [Seller Name]
FLOCK-FLY · Non-binding letter of intent. Not a contract. Subject to a definitive Purchase and Sale Agreement.
Send yourself this analysis and we'll follow up with what we'd do with the structure — no obligation, and the tool stays free either way.