Fractional Ownership, Timeshare, PRC, Destination Club Feasibility Analysis Tools
Feasibility Analysis For Fractional Ownership, Residence Club and Timeshare Resorts and Developments
Many hotels, inns, resorts, and multi-unit developments, including homes, townhouses and condos, have fractional sale potential, and more and more owners and developers are considering offering some or all of their units fractionally. This article will help owners and developers of resort and multi-unit properties determine whether offering fractional ownership is viable and makes economic sense. A similar companion article entitled “Analyzing Fractional Ownership Potential of Individual Homes and Condominiums” focuses on determining the feasibility of selling fractional ownership interests in a single home or apartment.
When To Consider Including A Fractional Offering
In general, the best time to consider including a fractional ownership or private residence club component is during the planning phase, when design, construction and financing can be adapted most easily and precisely to the needs of a fractional offering. But in response to today’s difficult economic conditions, many developers are converting all or part of existing resorts and whole ownership projects during construction, or even during sellout. While adding a fractional or private residence club component late in a project is challenging, and can sometimes yield a less than optimal results from a fractional sales standpoint, the adaptation is not impossible and has been successful in many instances.
Fractional Project Feasiblity Studies
The steps below are designed to help prospective fractional ownership developers internally assess the feasibility of offering fractional ownership or private residence club interests. Note, however, that many developers and owners retain outside consultants to make this assessment. There are a number of specialty consultancies that offer this service, with varying degrees of experience, prestige and cost. If you would like to obtain a professional feasibility study, Sirkin Paul Associates can help you identify potential consulting firms. If such a study is beyond the project budget, we are happy to offer our own analysis based on our experience as counsel on past projects.
Step 1: Determining If A Property Will Appeal To Fractional Ownership Buyers
Many properties cannot be marketed successfully as fractional ownership. To determine whether a particular property is appropriate for fractional marketing, consider these issues:
- Vacation Destination: While it is true that fractional ownership may have appeal under certain unique conditions outside of vacation destinations, virtually all successful fractional projects have involved vacation or resort properties. In general, if people are not using nearby properties as second homes, vacation rentals or hotels, do not consider a fractional offering.
- Repeat Visitors: Even a popular vacation destination will be a poor choice for a fractional project if most visitors come only once. Fractional ownership appeals to buyers who already frequent the destination, or dream of doing so. To determine whether a site draws repeat visitors, research the local vacation rental or hotel market.
- Unit Size: Industry statistics show that the most appealing home or apartment size for fractional offerings is two and three bedroom. While larger and smaller unit sizes have been marketed successfully as fractionals, they have been more difficult to sell and yielded a lower price per foot. That said, a truly unique or spectacular property or location will sell regardless of size.
- Nearby Amenities: The proximity of amenities such as skiing, water, golf, or a very exciting urban environment, is a key determinant of success for fractional ownership offerings. The fact that a property is located in a vacation destination will not ensure success if the amenities that make the area desirable are far away from the property.
In assessing the factional sale potential of a property, look closely at the success or failure of other fractional projects in the same community. If there are no nearby fractional projects, try to locate other communities with similar amenities and visitor patterns, and assess the success or failure of fractional projects there. If you are unable to find any successful fractional offerings in similar locations, it may be because you are the first to stumble on a great new idea, but it is worth closely considering the contrary.
Step 2: Assessing The Legal Feasiblity Of Selling Fractional Ownership
It is a waste of time to consider the economic benefits of selling fractional ownership before you assess potential legal barriers. Fractional offerings can be regulated by private deed restrictions, or by law at the local, state or national level. Any of these regulations can flatly prohibiting the offering, require expensive and time-consuming approvals, or dictate project size, structure, or marketing. It is impossible to determine project viability without knowing whether the project is legally possible, subject to discretionary approval by some agency or board, or restricted in a manner that will add cost or diminish sale proceeds.
In assessing potential legal restrictions, do not assume that provisions relating to “timeshares” are inapplicable to fractional ownership, or that provisions allowing ownership of a home by more than one person constitute approval for fractional ownership. The applicability of a particular “timeshare” provision will depend on the wording of the provision rather than on what you name the product. The wording of the document or law, rather than the commonly understood meaning of “timeshare”, or the definition of “timeshare” under another law, will determine whether the prohibition or restriction applies. Deeding ownership of a particular unit will create a “timeshare” under most rules and laws if the co-owners agree to allot a certain amount of usage to each owner each year. The fact that shared ownership of a lot or unit is explicitly permitted does not mean that sharing usage of the co-owned property by time is permitted, particularly where another, more specific provision of the document or law prohibits such arrangements.
To assess the legal requirements that potentially apply to a fractional offering, you will need to look at several potential sources of fractional ownership regulation:
- Fractional Ownership Restrictions In CC&Rs and Bylaws: Existing project documents are often silent as to fractional and timeshare sales, but must be checked in every instance. Silence can be taken as permission in most U.S. states, but some states prohibit fractional offerings within an existing development unless the project documents explicitly permit them. If no whole ownership interests have been sold, modifying the documents will be straightforward (although resubmittal to a regulatory agency may be required). If there are lot or unit owners, even if the developer retains control of the project, altering documents or obtaining HOA approval may be problematic, depending on the content of the project documents. In some cases, applicable law will mandate unanimous approval for document modifications intended to allow fractional sales. Also keep in mind that if you do not have control of the project, the HOA managing board or owners might amend the documents during the course of your fractional ownership offering, and it is unlikely that your fractional offering will be “grandfathered” approval if this occurs.
- Fractional Ownership Restrictions In Local Law: Fractional ownership restrictions in local law remain rare, but are becoming increasingly common, particularly in resort communities. Remember to check for both specific laws relating to timeshares and/or fractionals, and zoning provisions that indirectly restrict these uses to specific districts or to discretionary approval (or both). If you are considering converting an approved development to a fractional or PUC, or adding a fractional or PUC component to a previously approved project, you may need to alter the existing entitlements and/or building plans.
- Fractional Ownership Restrictions In State Law: Most US states have timeshare regulations, and these are almost always written broadly enough to apply to fractional offerings. A particular state’s laws may apply because a project is physically located in the state, because a project is marketed or sold in the state, or even, in some cases, because a buyer lives in the state. Consequently, a fractional or private residence club offering may need to comply with the laws of multiple states, and it is common for an owner or developer to modify or restrict marketing and sales in order to manage regulatory burdens. While internet marketing on the owner/developer’s website will not, by itself, trigger regulation in a remote state, the follow-up on responses to such marketing can. Nevertheless, few fractional project owners or developers carefully limit marketing, sales, and buyer residence to states where registration has occurred or is not required, meaning that it is a common industry practice to take calculated risks with regard to state fractional offering registration. Fractional sellers typically use disclaimers in advertising in an attempt to satisfy laws of remote states, but the efficacy of this approach is doubtful.
- Fractional Ownership Restrictions In National Law: Although there is no US federal law applicable to fractional offerings, national laws exist in other countries. As with state laws, national laws can be triggered by project location, marketing, sales, or buyer residence. Generally, European countries’ laws impose disclosure and rescission requirements (discussed more fully below), but do not involve project registration or approval. Mexico requires fractional project registration if marketing or sales activities will transpire there.
- Securities and Investment Law: National or state securities or investment law may also apply to fractional ownership arrangements. In general, these regulations will apply where rental income is pooled among the owners, management responsibilities are completely delegated, or the purpose of the co-ownership is primarily investment. Application of these laws may result in expensive registration and compliance requirements, advertising restrictions, securities dealer licensing, and requirements relating to the wealth and sophistication of each purchaser.
Fractional ownership restrictions generally fall into the following categories:
- Outright Prohibitions: Regulations that simply prohibit all or certain types of fractional offerings
- Approval/Registration Requirements: Regulations that require registration with, and approval by, a public or private board of authority. Approval can be discretionary or non-discretionary
- Consumer Disclosure: Regulations mandating disclosures in marketing and sales material, project documents, or both
- Rescission Rights: Regulations allowing consumers time to change their minds after signing a purchase contract
When reviewing potentially applicable fractional ownership laws or regulations, pay close attention to the definitions of terms and the existence of exemptions. Often, modifications in project structure and size can remove or diminish the burden of a potential restriction. For example:
- Number of Users: Some rules apply only to projects involving more than a specified number of owners or users. These provisions can be based on the number of owner or users per unit, or the number of owner or users in the entire project. Depending on the economics of offering size (discussed below), it may make sense to change the number of owners or users in order to avoid a burdensome restriction.
- Usage Structure: Some rules apply only when usage intervals will be short, resulting in frequent changes in occupancy. Depending on the expected marketing effect of mandating longer usage intervals, it may make sense to change the usage structure in order to avoid a burdensome restriction.
- Ownership Structure: Some rules apply only when the fractional owners will be on title to the property, and not to ownership through a special purpose entity such as a limited liability company (US), limited liability partnership (UK), nonprofit corporation, or trust. Other rules apply only to agreements recorded in county records, and not to “private” co-ownership agreements. Depending on the expected marketing effect, it may make sense to change the ownership structure in order to avoid a burdensome restriction.
- Rental Use: Some rules apply only when rental of the property will be permitted. Depending on the expected marketing effect, prohibiting rentals in order to avoid a burdensome restriction may make sense.
If you discover that you will need to satisfy one or more approval/registration requirements, you will need to determine the costs and risks imposed by these requirements by consulting with a knowledgeable attorney, or inquiring directly with the regulatory agency or board. For example:
- Delay: Find out how long each approval/registration process generally takes. If you will need to go through more than one approval/registration process, determine whether you can do so simultaneously, or whether a certain process will need to be completed before another can proceed. Whatever you are told, keep in mind that these processes usually take longer than expected, and allow extra time.
- Cost: In addition to the obvious costs such as attorneys fees, agency fees, budget preparation fees, title company fees and so on, remember to consider the cost of carrying the property during the approval process. Also, consider whether the approval/registration process will require documentation from one or more existing lender, which will often involve payment of the lender’s attorney fees.
- Discretion: Learn whether approval is discretionary, and the extent to which it is possible for approval/registration to be denied. If so, make sure to have a backup plan, and to establish internal deadlines so you do not wait too long before implementing the backup plan.
- Presale: Determine what marketing and sales activities are permitted before the approval/registration process is completed. Can you advertise? Take reservations? Sign contracts? Take deposits? Use buyer funds?
- Expedited Approval: Completion of one approval/registration process can sometimes expedite another. If you know you will need to complete multiple processes, find out whether the order in which you do so might increase speed or lower cost, and consider whether staggering the processes is advisable.
Step 3: Projecting The Sale Prices Of Fractional Ownership Interests
There are two methodologies for determining sale prices for fractional real estate interests: (i) applying a multiplier to whole ownership prices, and (ii) using comparable sales data from other fractional projects. Employ both methods to obtain the most accurate fractional ownership share pricing projections.
Fractional ownership industry statistics show that the total sales price of fractional interests in a particular house or apartment is between 1.4 and 2.0 times its sales price as whole ownership. The following factors generally determine where a particular fractional offering will fall within this somewhat large range of potential multipliers:
- Fractional Shares Per Unit: In general, selling more shares per unit will yield higher sale proceeds, and push the whole ownership pricing multiplier up. Additional benefits of a higher number of fractional shares per unit include potentially broadening the market by offering a less expensive product, increasing lead traffic, and matching each owner’s usage allotment more closely with real-world second-home usage patterns. But offering too many fractional shares per unit can backfire. For example, if the location has seasonal use patterns, a higher number of fractions per unit may give each owner too little prime usage time. High fractions per unit will also discourage some buyers because of associations with traditional timeshares (which generally have 26-52 owners per unit) and reticence about being involved with too many other people. A higher number of fractional interests per unit will also increase sales, marketing and operational expenses, lengthen the sellout process (adding to carrying costs), and potentially complicate regulatory approval.
- Branding and Developer Name Recognition: Fractional projects carrying names consumers recognize will generate significantly higher whole ownership pricing multipliers.
- Project Amenity Level: Amenities such as concierge services, exchange networks, spas, pools, on-site golf, etc., will boost whole ownership pricing multipliers. The level of finishes, furnishings and equipment within each house or apartment will have a similar but less dramatic effect.
- Prices of Whole Ownership Alternatives: When prices of comparable properties offered as whole ownership are higher (reflecting greater demand relative to supply), whole ownership pricing multipliers are also generally higher. Consumers perceive less value in shared ownership where whole ownership is more easily affordable.
- Number of Bedrooms: Fractional ownership industry figures show that whole ownership pricing multipliers diminish as the number of bedrooms per unit increases.
When projecting fractional sale prices by applying a multiplication factor to whole ownership prices, it is important to put historical data in context. A real estate slump in a particular market will negatively impact both whole ownership prices and the multiplier. Make sure to use a whole ownership price projection that is based on what the property would sell for in the current market in 90-180 days, rather than on what the property would have been worth last year, or what you think it is “really worth under normal conditions”. In addition, adjust the multiplier downward slightly to reflect lower overall real estate demand level.
The alternative method of pricing fractional real estate interests uses sales data from other fractional projects expressed as either (i) price per week, or (ii) price per square foot. Price per week is calculated by dividing the price for each fractional share by the number of usage weeks per year allotted to each share. For example, a 1/12th fractional interest that included 4 weeks usage per year and sold for $100,000 would have a price per week of $25,000. Price per week figures must be adjusted for unit size since, generally speaking, larger homes or apartments will yield higher prices. Price per week figures must also be adjusted for variations in the number of fractional shares per unit, because fractional ownership industry statistics show that price per week diminishes as the number of usage weeks allotted to each owner increases. So you can expect that a 1/12th share project will yield a higher price per week than a 1/6th share project.
Price per square foot is calculated by dividing the aggregate sale price of all fractional interests in a particular home or apartment by the square footage of the unit. For example, if the total sale price for all 12 fractional shares in a 2,400 square foot home were $2,400,000, the price per foot would be $1,000. As you would expect, price per square foot figures must be adjusted for variations in the number of fractional shares per unit since, as noted above, larger allotments of weeks per share lower prices. Less obviously, price per square foot figures must also be adjusted for variations in number of bedrooms per unit, because fractional ownership industry statistics show that price per square foot diminishes as the number of bedrooms per unit increases. So you can expect that a two-bedroom unit will yield a higher price per square foot than a three-bedroom unit.
Finally, remember that comparable sales date from other fractional projects, like whole ownership pricing multipliers, will be strongly influenced by project-specific factors such as branding, developer name recognition, project amenities, and quality of finishes, furnishings and equipment.
Step 4: Estimating Fractional Ownership Development Costs
Fractional project costs are generally divided into “product costs”, representing the costs associated with creating the fractional interests, and “operating costs”, representing the cost of marketing and selling the fractional interests and of carrying and operating the property during the sellout period.
The following chart lists typical product costs along with some generalized fractional real estate industry figures for 2007:
|Product Costs||% Gross Sales||Additional Information|
|Land/Building (including renovation)||34%|
|Fixtures/Furnishings/Equipment||4%||$25-35 per sq foot|
Product costs vary significantly. Factors that influence fractional ownership product costs include:
- Project Size: Product costs as a percentage of profit generally decrease as project size increases. The cost percentages most significantly impacted are legal/entitlements and architecture/design.
- Project Location: Some locations have particular high land, labor and/or material costs, or involve construction challenges created by terrain or accessibility. The costs most significantly impacted are land/building and fixtures/furnishings/equipment.
- Project Amenities: Offering a higher level of amenities will increase the costs of land/building and fixtures/furnishings/equipment.
The following chart lists typical operating costs:
|Operating Costs||% Gross Sales|
|HOA Shortfall/HOA Dues||2%|
Operating costs also vary significantly. Operating costs as a percentage of profit generally increase as the number of fractional ownership interests per unit increases. Marketing costs increase because there are more shares to sell, and the sellout takes longer. Sales commissions increase because a higher percentage of prices will be needed to motivate sales staff, which must work almost as hard to sell each smaller, less expensive fractional ownership share. HOA subsidies and carrying costs will also increase as the sellout period lengthens. Industry statistics show that the average sale pace for 2007 was seven fractional ownership interests per month.
The following charts shows typical profit margin for fractional real estate projects, as well as a simplified financial return analysis:
|Allocation of Sale Proceeds||% Gross Sales|
|Simplified Return Projection (35 shares)||Amount|
|Gross Sale Proceeds||$ 4,500,000|
|Legal/Entitlements||$ ( 45,000)|
|Land/Building (including renovation)||$(1,530,000)|
|Sales Commissions||$ (90,000)|
|Net Proceeds||$ 1,215,000|
|Loan Amount||$ 1,800,00|
|Cash Investment||$ 1,170,000|
|Gross Cash on Cash Return||104%|
|Project Duration||30 months|
Please note that the simplified return analysis assumes that the developer’s entire cash investment remains in the project throughout the development period. In practice, it is likely that the developer cash requirement would vary from month to month during the course of the project.
Step 5: Assessing The Sufficiency Of Financial Resources For A Fractional Ownership Offering
When considering whether a property is suitable for fractional sales, and whether including a fractional ownership component makes financing sense, a prospective fractional seller must determine whether there are adequate financial resources for a fractional offering. This analysis is important because fractional projects involve certain developer expenses that are not incurred in whole ownership projects. For example:
- Finishes and Amenities: Fractional purchasers generally expect a higher level of unit finishes and project amenities than those expected by whole ownership purchasers.
- Furnishings and Equipment: Whole ownership offerings are generally sold empty, whereas fractional offerings are typically fully furnished and equipped. Most fractional buyers expect very high-end appliances, electronics, furnishings, linens, etc., and these elements must be of a quality likely to withstand a higher level of use than typically occurs in a whole ownership situation.
- Legal and Management: The legal documentation and approval process, and the creation of a management infrastructure, are more costly in a fractional project than in a whole ownership project.
- Marketing and Sales: Fractional interest marketing and sales are typically more expensive than whole ownership marketing and sales. Perhaps more importantly, a fractional developer needs to invest more in lead-generating marketing expenses and education, costs that are incurred faster than sales income becomes available. This means that fractional sellers need more available cash for marketing than whole ownership sellers.
- Carrying Costs: The sales cycle (the time between first buyer contact and closed sale) tends to be longer for fractionals than for whole ownership, and more sales are required to sell out a project, making it likely that the fractional seller will incur higher carrying costs during sellout.
- In considering whether you have adequate financial resources to offer fractional ownership interests, pay particular attention to the timing of costs in relation to the timing of revenue. A project that has fabulous potential as a fractional from the standpoint of profit margin will not be viable if inadequate cash will be available to fund development, marketing and sales. This analysis is particularly critical for projects that are already in financial trouble.
Step 6: Assessing The Effect Of Bank Financing On A Fractional Ownership Project
Fractional real estate development is relatively new and still somewhat unusual, and lending institutions have been slow in creating financial products to service the fractional real estate industry. The scarcity loan products geared to fractional interest development can affect fractional sellers and developers three ways:
- Smaller Acquisition/Development Loans: Financing specifically geared for fractional project acquisition and development is difficult to obtain, and more traditional acquisition and development financing is unlikely to reflect either the higher development costs, or the higher sale proceeds, of a fractional project. Consequently, the fractional ownership seller/developer is likely to be able to borrow less of the total project cost, and will need to fund a higher proportion of these costs in cash, pushing down investment return.
- Inadequate Partial Releasing Systems: Acquisition and development financing for whole ownership projects typically involves a partial releasing system under which the borrower provides a portion of the proceeds from each sale to the lender in exchange for relinquishment of the lender’s security interest in the unit being sold. Many lenders do not offer partial releasing for fractional sales, and those that do often demand a high proportion of proceeds from each sale. Where the existing loan has no fractional partial releasing feature, the fractional seller will need to close multiple fractional sales simultaneously so that sale proceeds will be sufficient to trigger release of an entire unit or, in some cases, sufficient to repay the entire loan balance. The need to close many fractional sales simultaneously will complicate and lengthen the sellout process. Where fractional partial releasing is available but requires a high proportion of each sale’s proceeds, less of the proceeds will be available to fund operating costs during the sale process, meaning that the seller/developer’s cash needs will be greater and last longer.
- Lack of Buyer Financing: Although fractional ownership industry statistics show that only 60% of fractional real estate purchases involve purchase money financing, the need for buyer financing in any particular project will depend on the profile of the target purchaser. In certain markets, the lack of purchase money financing can be fatal. Assess the importance of financing for a particular project by examining the buyer-financing patterns at other similar projects. Two recent economic developments may elevate the demand for fractional interest buyer financing: (i) the increased difficulty of obtaining home equity loans, which were a popular means of financing fractional purchases; and (ii) the collapse of the stock market, which makes fractional buyers more reluctant to generate purchase money from liquidating stock holdings. If fractional ownership money financing will be essential and you are unable to locate an institutional lender willing to provide it, success will depend on the seller/developer’s ability to provide financing. Keep in mind that providing seller financing will interfere with your ability to meet the payoff requirements of your acquisition/development loan(s), and may also tie up cash for an extended period after sellout. Don’t assume that fractional buyer paper you carry will be salable on the secondary market, even at a significant discount.
Step 7: Consider The Ancillary Benefits Of Including A Fractional Ownership Component
Adding a fractional ownership program to a whole ownership development can create significant benefits apart from the higher profit margins generally associated with fractional interest sales:
- Open New Markets: Offering fractional ownership gives the seller/developer a less expensive product to advertise and sell, facilitating access to buyers who are unwilling or unable to purchase whole ownership. Reaching this new market can increase sales volume or jumpstart a project where sales have stalled.
- Spur Whole Ownership Sales: Buyers enticed to visit the property by the prospect of a relatively inexpensive fractional purchase sometimes choose to buy whole ownership. These buyers would not have visited the project if the fractional ownership option were not promoted.
- Support Costly Amenities Through Increased Occupancy: Most secondary residences are used infrequently, and resort properties restricted to whole ownership often have low occupancy rates. The lack of usage can create economic pressure on amenities with high operating costs, such as concierge services, maid services, spas, golf courses, ski areas, and restaurants. Fractional ownership generates much higher occupancy rates than whole ownership, meaning that there will be more people at the property to use the amenities.
Selling fractional ownership can be a beneficial marketing approach, even for properties that are not selling well as whole ownership. As the sense of panic created by recent economic calamities subsides, more and more people are likely to view fractional ownership as a less expensive and lower risk alternative to whole ownership, and a superior alternative to vacation rentals and hotels. Nevertheless, fractional development and sales projects can be risky and challenging, and are not appropriate for all properties. It is essential to carefully assess the viability of any potential fractional interest project before investing significant resources.
About SirkinLaw APC
SirkinLaw APC has focused on real estate co-ownership since 1985, and has been involved in the creation of more than 5,000 co-ownership arrangements throughout the United States and the world. This breadth of experience allows us to draw on a huge library of fractional project documentation as well as extensive knowledge of marketing and registration requirements for virtually any location where a project might be located or potentially marketed. We pride ourselves on our ability to write legal documents in plain English, develop simple and elegant usage and organizational structures, and offer efficient, reliable and cost-effective services for fractional projects ranging in size from a single house or condominium up to hundreds of factional interests. Our firm has offices in San Francisco California and Paris France.
About The Author
D. Andrew Sirkin is a recognized expert in fractional real estate ownership, residence and destination clubs, and other shared vacation home arrangements. His practice areas include transaction planning, offering materials, co-ownership contracts and CC&Rs, entity formations, regulatory approvals, fractional lending and mediation. He has worked on projects all over the world, including most U.S. States, as well as Italy, France, Spain, Portugal, Ireland, Argentina, Nicaragua, Costa Rica, Panama, Dominican Republic, Nicaragua, Belize and Mexico. He is an accredited instructor with the California Department of Real Estate, and the author of The Condominium Bluebook, published annually by Piedmont Press, and The Equity Sharing Manual, first published by John Wiley and Sons in November 1994 (order the book). Andy is based in Paris, and can be contacted via email at [email protected], or by phone at 33-1-7666-0202 (EU) or 1-415-738-8545 (US).