Private Equity · Prime Commercial Development
Spaulding Equity Fund II.
An evergreen private equity fund deploying investor capital into ground-up prime commercial development across Texas and the Southeast United States — under the General Partnership of Spaulding Capital Partners.
- 12%
- Preferred Return Hurdle
- 80 / 20
- LP / GP Split Above Hurdle
- $250K
- Minimum Investment
- 12–24 mo
- Typical Project Cycle
Fund Overview
Institutional waterfall economics for prime commercial development.
Spaulding Equity Fund II is an evergreen private equity fund operating under the general partnership of Spaulding Capital Partners, deploying investor capital into ground-up prime commercial development projects across Texas and the Southeast United States. Where Spaulding Equity Fund I focuses exclusively on luxury single-family residential development with a simple fixed preferred return structure, Fund II is designed around an institutional waterfall model appropriate for the scale, complexity, and upside potential of prime commercial development — giving accredited investors both downside protection through a 12% preferred return hurdle and meaningful participation in project upside above it.
The Opportunity
Supply-constrained markets, undercapitalized operators.
Prime commercial development across Texas and the Southeast represents one of the most supply-constrained opportunity sets in the current market. Population migration, business relocation, and sustained economic expansion across these markets have driven demand for quality commercial product — multifamily, mixed-use, retail, and industrial — that consistently outpaces new supply. Seasoned developers executing in these markets face the same constraint as their residential counterparts: equity capital. Institutional lenders don't write equity checks. Banks don't either. Spaulding Equity Fund II exists to fill that gap — deploying disciplined equity capital into proven commercial development operators who have the expertise to execute but need a capital partner to scale.
What We Fund
Discipline at the front end of every transaction.
The fund deploys equity capital exclusively into ground-up prime commercial development projects executed by seasoned operators with demonstrated track records of delivering quality commercial product. We do not fund speculative land plays, entitlement risk, or developers without a verifiable history of execution. Every project undergoes rigorous underwriting before capital is committed.
Target Markets
Texas — with particular depth in the Dallas-Fort Worth metro and surrounding growth corridors
Southeast United States — Florida, Tennessee, and Georgia, markets experiencing sustained commercial development demand driven by migration, business relocation, and economic expansion
Asset Classes
Multifamily — Garden, Mid-Rise, and High-Rise
Mixed-Use Development
Retail & Neighborhood Commercial
Industrial & Logistics
Ground-Up Commercial Construction across all qualifying classes
Project Profile
Ground-up prime commercial development
Target exit valuations of $5M to $50M per project
Proven developer with verified commercial track record
Capital deployed into a dedicated SPV assigned to each individual project
Defined exit strategy at project completion
18 to 36 month typical project cycle from groundbreaking to exit
Fund Structure · Investor Terms
Investor capital first. Meaningful upside above.
Spaulding Equity Fund II is structured around an institutional waterfall model that prioritizes investor capital and preferred return before the GP participates in profits — while giving investors meaningful participation in project upside above the hurdle.
01
Evergreen Structure
The fund operates as an evergreen vehicle — there is no hard close, no fundraising window, and no artificial capital deployment pressure. Capital is deployed as qualified projects are identified and underwritten, ensuring discipline is never sacrificed for the sake of a timeline.
02
SPV-Level Capital Deployment
Investor capital is deployed into individual Special Purpose Vehicles — one SPV per project — providing legal separation and ringfencing of capital at the project level. Each project's capital structure remains legally distinct, eliminating cross-collateralization risk across the fund's active pipeline.
03
Zero Management Fees
The fund charges zero management fees. Investor capital is not eroded by annual fee drag while projects are under development. This commitment to zero fees applies across both Spaulding Equity Fund I and Fund II — it is a defining principle of the Spaulding Capital Partners platform.
04
GP Compensation Structure
The General Partner receives no compensation from fund economics until investors have received their full capital contribution plus the 12% preferred return. GP participation in profits is limited to the catch-up and residual split described in the waterfall. The GP only wins when investors win first.
Distribution Waterfall
- 1
Return of Capital
100% to investors until full capital contribution is returned.
- 2
Preferred Return
100% to investors until a 12% preferred return on invested capital is achieved.
- 3
GP Catch-Up
100% to the GP until the GP has received 20% of total profits distributed to that point.
- 4
Residual Profits
80% to investors / 20% to GP on all remaining profits thereafter.
Fund Parameters
Minimum Investment
$250,000
Per investor.
Investor Eligibility
Accredited Only
As defined under Regulation D of the Securities Act of 1933.
Distribution Timing
At Project Exit
No interim distributions during the development cycle.
Preferred Return
12%
On invested capital, paid before GP participation.
Profit Split Above Catch-Up
80 / 20
LP / GP on residual profits.
Management Fees
Zero
No annual fee drag on investor capital.
Typical Project Cycle
18–36 months
From groundbreaking to exit.
Target Exit Valuations
$5M – $50M
Per project.
Capital Structure
One SPV per project
Legal ringfencing of investor capital at the project level.
Developer Selection · Our Underwriting Standard
Capital is only as good as the operators deploying it.
Spaulding Capital Partners applies institutional underwriting discipline to every developer relationship and every project before a dollar of fund capital is committed. We partner exclusively with developers who have:
- 01
A verified track record of delivering prime commercial projects to completion
- 02
Demonstrated knowledge of their local market and submarket dynamics
- 03
A defined project pipeline with clear entitlement and permitting status
- 04
Established contractor and vendor relationships that support execution certainty
- 05
A credible and defensible exit strategy
We do not chase yield by compromising on operator quality. The fund's return profile is a direct function of the discipline applied at the front end of every transaction.
The Spaulding Platform Advantage
A platform built for multi-product capital partners.
Spaulding Equity Fund II does not operate in isolation. It is the second vehicle in a deliberate capital platform — one that pairs luxury residential development equity through Fund I, prime commercial development equity through Fund II, and independent mid-market CRE debt advisory through Spaulding Capital Partners' advisory practice. For sponsors and investors who require more than a single-product capital partner, the Spaulding platform offers a depth of capability that is rare at this market level.
Michael Spaulding brings 25 years of experience across residential and commercial real estate finance — as an originator, as an independent intermediary, and as an institutional lender on the account executive side of a national REIT providing investor finance secured by first trust deeds. He has been involved in excess of $1 billion in funded transactions and has spent the latter half of his career working exclusively with investors, developers, and sponsors on complex capital structures across both asset classes.
Investor FAQ
Answers for accredited investors.
Ready to Learn More?
Request the Private Placement Memorandum.
Spaulding Equity Fund II is accepting inquiries from accredited investors. To request the confidential Private Placement Memorandum or schedule a call with Michael Spaulding directly, submit through the Partner Portal below.
All inquiries handled under strict NDA protocols. You will speak directly with a partner.
Legal Disclaimer
This page is for informational purposes only and does not constitute an offer to sell or solicitation to buy any securities. Any offering of interests in Spaulding Equity Fund II will be made solely through a confidential Private Placement Memorandum to accredited investors as defined under Regulation D of the Securities Act of 1933. Investments in private equity involve a high degree of risk including potential loss of principal. Past performance is not indicative of future results. Spaulding Capital Partners LLC is not a registered broker-dealer or registered investment adviser.