The standard for AI in industrial acquisitions

Reforecasting a logistics acquisition when rent follows landlord delivery

This article works through a 486,000-square-foot logistics acquisition with a signed full-building replacement lease. It shows how the utility, dock, fire-protection and trailer-yard records determine substantial completion—and how that date carries through free rent, Year 1 cash NOI, lender reserves and closing equity.

Industrial acquisitions Worked reforecast 15 minute read

A signed full-building lease can remove rollover risk and leave the acquisition exposed to delivery risk. In this case, the lease commences when the landlord work is substantially complete. The four-month base-rent abatement begins on that date. Move the completion date and the lease commencement, expense recoveries, free-rent period and first cash rent all move with it.

The initial case treats the remaining work as a $4.5 million construction budget and carries February 1 delivery. The utility service letter, civil drawings, dock proposals and fire-protection report support $6.65 million and May 15 delivery. The difference is not limited to a $2.15 million cost increase. It adds 103 days of operating carry before the lease commences and shifts cash base rent by 106 days.

The following case is illustrative rather than client data. The purchase price is $62 million. The replacement lease is ten years at $9.25 per square foot with 3% annual increases. Additional rent begins at substantial completion; base rent is abated for four months. The senior loan has a $37.2 million gross commitment at 6.50% interest-only and requires reserves for remaining landlord work, unrecovered operating expense and debt service through cash-rent commencement.

The signed lease and the initial delivery case

The existing tenant occupies the building through December 31. The replacement tenant has signed for all 486,000 square feet, preserving 100% leased status across the rollover. The initial schedule allows one month between surrender and substantial completion. Additional rent begins February 1, the four-month abatement runs through May and cash base rent begins June 1.

The work letter makes substantial completion conditional on more than possession. The landlord must deliver 2,000 amps of 480-volt service, 54 complete dock packages, 72 additional trailer stalls, the agreed paving and drainage work, and the required fire-protection scope. Punch-list items that do not interfere with use can remain. Incomplete permanent power or an undelivered trailer yard cannot.

The initial case follows the January GC schedule, prepared before the final utility service letter, 90% civil set and current dock proposals. Once those records are applied, substantial completion moves to May 15. The contractual sequence then determines every subsequent date; the four-month abatement does not continue to run from the superseded February delivery assumption.

Case at the acquisition cutoff

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Underwriting lineInitial caseRevised caseMovement
Replacement lease486,000 sf486,000 sf
Substantial completionFebruary 1May 15+103 days
Cash-rent commencementJune 1September 15+106 days
Remaining landlord work$4.500M$6.650M+$2.150M
Year 1 cash NOI$2.537M$0.928M−$1.609M
Required lender reserves$5.593M$8.746M+$3.153M

Reading the commencement clause against the work letter

The lease uses three economic dates. Substantial completion starts the term and the tenant's obligation to pay operating expenses. The abatement period then runs for four months. Cash base rent begins when that period ends. Early access for racking and automation does not start any of the three unless the landlord work satisfies the delivery standard.

The revised May 15 completion date therefore creates two separate carry periods. From January 1 through May 14, the landlord pays all property operating expenses. From May 15 through September 14, the tenant pays additional rent but base rent remains abated. Treating the entire period as generic free rent would overstate operating carry; starting recoveries on February 1 would understate it.

This timing also determines the reserve release. The construction reserve can fund completed work under the loan's draw conditions. The operating reserve is required until additional rent begins. The debt-service reserve remains until cash base rent begins. Each balance runs to a different milestone even though all three originate in the same delayed scope.

Contractual milestone schedule

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MilestoneInitial dateRevised dateCash-flow effect
Existing tenant expiryDecember 31December 31Property carry begins
Landlord work completeFebruary 1May 15Lease commences
NNN recoveries beginFebruary 1May 15Operating carry ends
Four-month abatement endsMay 31September 14Base rent begins next day
First cash base rentJune 1September 15Debt service covered by operations

Rebuilding the landlord scope and delivery date

The initial budget carries $1.4 million for the service upgrade. The utility letter requires a new pad-mounted transformer, primary feeder work and a longer utility-led energization sequence. The revised electrical scope is $2.05 million and establishes May 15 as the earliest permanent-power date on the current schedule.

The 54 dock positions are priced as complete operating packages rather than door replacements. Levelers, restraints, seals, bumpers and electrical connections raise the dock scope from $810,000 to $1.08 million. The civil drawings add the paving, drainage and striping required to deliver 72 trailer stalls, moving the yard scope from $1.25 million to $1.85 million.

The fire-protection report adds $340,000 beyond the initial allowance for the tenant's storage configuration. Revised permits, design fees and contingency add another $290,000. The five workstreams reconcile to $6.65 million. More importantly, their predecessors and inspection dates reconcile to one delivery schedule rather than five independent completion percentages.

Remaining landlord-work bridge

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WorkstreamInitial caseRevised caseMovement
Electrical service and utility work$1.400M$2.050M+$0.650M
Dock packages$0.810M$1.080M+$0.270M
Trailer yard, paving and drainage$1.250M$1.850M+$0.600M
Fire-protection work$0.600M$0.940M+$0.340M
Permits, soft costs and contingency$0.440M$0.730M+$0.290M
Remaining landlord work$4.500M$6.650M+$2.150M

Carrying delivery into Year 1 cash NOI

Annual base rent is $4.496 million. Under the initial schedule, seven months of cash base rent fall into Year 1, contributing $2.622 million. The revised September 15 commencement produces three and a half months, or $1.311 million. The rent does not remain in June merely because the signed rate and annual rent are unchanged.

Property operating expenses are $2.10 per square foot, or $1.021 million annually. The tenant pays those expenses from substantial completion even while base rent is abated. February 1 delivery produces $936,000 of Year 1 recoveries. May 15 delivery produces $638,000. The $298,000 difference is the additional operating carry before the premises satisfy the work-letter conditions.

The initial case generates $2.537 million of Year 1 cash NOI. The revised case generates $928,000. Stabilized NOI remains $4.496 million because the lease is net and the base-rent rate has not changed. The acquisition still reaches the same stabilized yield; it requires materially more cash to reach it.

Year 1 cash-NOI reconciliation

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Cash-flow lineInitial caseRevised caseMovement
Replacement base rent$2.622M$1.311M−$1.311M
NNN recoveries$0.936M$0.638M−$0.298M
Effective gross income$3.558M$1.949M−$1.609M
Property operating expenses($1.021M)($1.021M)
Year 1 cash NOI$2.537M$0.928M−$1.609M

Funding the gap between lease expiry and cash rent

The gross loan commitment remains $37.2 million because the stabilized lease and $4.496 million stabilized NOI are unchanged. The amount funded into the acquisition at closing does change. The lender withholds the remaining landlord-work budget, operating carry until additional rent begins and debt service until cash base rent begins.

In the initial case, the required reserves are $4.5 million for landlord work, $85,000 for January operating expense and $1.008 million for five months of debt service. The $5.593 million total leaves $31.607 million funded at closing. Purchase-price equity is $30.393 million before fees and other reserves.

The revised case reserves $6.65 million for landlord work, $383,000 for four and a half months of operating expense and $1.713 million for eight and a half months of debt service. Total reserves reach $8.746 million. Closing proceeds fall by $3.153 million and purchase-price equity increases by the same amount. The commitment did not shrink; more of it is unavailable until the building reaches the lease milestones.

Loan reserves and closing proceeds

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Capital lineInitial caseRevised caseMovement
Remaining landlord work$4.500M$6.650M+$2.150M
Unrecovered operating expense$0.085M$0.383M+$0.298M
Debt-service reserve to cash rent$1.008M$1.713M+$0.705M
Total required reserves$5.593M$8.746M+$3.153M
Gross loan commitment$37.200M$37.200M
Loan funded at closing$31.607M$28.454M−$3.153M
Equity to purchase price at closing$30.393M$33.546M+$3.153M
Year 1 interest-only DSCR1.05×0.38×−0.67×

The utility date remains the controlling variable in the current schedule, but the case does not need one unqualified date. Earlier permanent energization, delivery on temporary power and late permanent energization produce different work budgets, operating carry and debt-service reserves from the same signed lease.

Alternate delivery treatments

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CaseTreatmentDeliveryCash rentWorkReserve
Revised base casePermanent power and all landlord work complete May 15May 15September 15$6.650M$8.746M
Earlier energizationUtility completes permanent service by April 1April 1August 1$6.650M$8.316M
Temporary-power deliveryTenant accepts March 15 delivery with temporary service; $300,000 added costMarch 15July 15$6.950M$8.473M
Late energizationPermanent power moves to August 1; extended work adds $350,000August 1December 1$7.000M$9.812M

Reworking the case in Cap Orbit

Cap Orbit can work across the existing lease and surrender record, replacement lease, work letter, utility service letter, electrical plans, dock proposals, civil drawings, fire-protection report, GC budget and schedule, loan agreement and existing acquisition workbook in the same deal. The first step is tying each contractual delivery condition to the current scope, cost and predecessor date that satisfies it.

Source-to-model reconciliation

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Current sourceModel treatment
Existing lease and surrender recordDecember 31 vacancy date and turnover condition established
Replacement lease and work letterCommencement, abatement, additional rent and delivery conditions carried
Utility service letter and electrical plansPermanent-service scope, cost and energization date updated
Civil drawings and site planTrailer stalls, paving, drainage and permit work reconciled
Dock proposals and fire-protection reportDeliverable equipment and code work priced into landlord scope
GC schedule, loan agreement and acquisition modelDelivery date carried through NOI, reserves, closing proceeds and equity

From there, you can have Cap Orbit rebuild the delivery schedule, revise remaining landlord work, move commencement and abatement under the actual lease language, and update the monthly property, debt and equity cash flow in the existing model. The contractual amperage, dock count, trailer-stall count, delivery standard and abatement retain their source trace. Temporary-power acceptance, utility timing and contingency remain visible underwriting assumptions.

The same deal record supports the delivery cases that matter here: permanent power in April, May or August; delivery on temporary service; a revised civil sequence; or a different contingency. Each case starts from the same signed replacement lease and returns the same connected outputs—substantial completion, commencement, recoveries, cash rent, Year 1 NOI, work reserve, debt-service reserve, closing proceeds and equity.

That is the standard for AI on this asset class. The useful result is not a summary that says the building is fully leased. It is an acquisition case in which the work letter, physical scope, utility date and loan reserves resolve into the same delivery and cash-rent schedule.