One file · three seats · same numbers
The triangle.
The buyer borrows from an institutional first and from the seller on a recorded purchase-money second. The lender is paid first in life and in foreclosure. The seller is paid next. The kicker dies if the first forecloses.
Live file · rev 1
$500,000 · first $350,000 · second $150,000 · check $14,650
- AFR floor met
- AFR not locked
- Below usury cap
- CLTV 100% over cap
- Senior DSCR
- Investment occupancy
- Zero down · check still due
Constitution · rev 1 · not ready
$500,000 · 70% / 30% · investment / non-owner-occupied · AFR 4.49% unlocked · September 2026
This structure does not close as drawn
- CLTV 100.0% sits over this senior’s 80% cap. A 70/30 stack is 100% CLTV — most DSCR firsts will not close it as disclosed subordinate financing.
Raising the cap is only honest if a named senior actually publishes that CLTV. Most DSCR firsts do not.
Conflict engine
- Conflict
CLTV 100% over the 80% senior cap
A $0-down stack is 100% CLTV no matter how you split 70/30 vs 65/35. Cash down is the only number that moves CLTV. Lowering the first just resizes the second.
Lowering Note #1 LTV to 65% resizes the second to $175,000 — CLTV stays 100% at zero down. Cash down is the CLTV lever.
- Conflict
Kicker characterization is unset
Counsel decides additional interest vs participation. The desk will not pick it for them.
- Conflict
No third-party servicer on the file
Kitchen-table collections are how files blow up. Name a licensed servicer or leave it TBD — required, not optional.
- Conflict
No licensed escrow holder named
Purchase money sits with a licensed title company or a Florida attorney trust — not SSDF Inc., not StackDesk, not Stripe. Name the table that will record deed → mtg 1 → PMM 2.
- Conflict
ICA is not marked before the deed records
Intercreditor is a closing condition, not a follow-up. It circulates before the warranty deed records.
Rebalance
Residual second = price − cash down − Note #1. Moving LTV does not move CLTV at zero down. Aligned seats go Drifted.
- This file
- N1 $350,000 · N2 $150,000 · $561.25/mo
- At 65% first
- N2 $175,000 · CLTV still 100% at $0 down
- Seats that will drift
- Seller and lender (buyer is the desk).
lender packet · rev 1 · one file, three seats · identical locked appendix
Never treat the second as senior. Never underwrite the kicker as first-lien debt.
- Note #1
- $350,000
- 8.50% · $2,691.20/mo
- Note #2
- $150,000
- 4.49% AFR · $561.25/mo
- Cash down
- $0
- Check $14,650
- CLTV
- 100%
- Cap 80%
First-lien picture
- Note #1 principal
- $350,000
- Note #1 monthly
- $2,691.20 · 8.50%
- Note #2 principal (residual)
- $150,000
- Note #2 monthly
- $561.25 · 4.49% AFR floor
- LTV (first only)
- 70.0%
- CLTV (first + second)
- 100.0%
- Senior cap modeled
- 80%
- Subordinate ask
- allowed
- Senior DSCR
- 1.49x
- Combined DSCR
- 1.23x
- Close mode
- true-carry
- IO on first
- no
A junior participation exists and dies if the senior forecloses. It is not first-lien debt. Do not underwrite it as coverage. This pane does not pitch a percentage.
Recording order — not negotiable
- 01Warranty deed (seller → buyer)
- 02Mortgage #1 (buyer → senior lender)
- 03Purchase-money mortgage #2 (buyer → seller)
- 04Intercreditor / kicker memo
Flags the first will ask
- Usury: stated rates under Chapter 687 caps on this sheet.
- Occupancy: Investment / non-owner-occupied.
- Balloon on the second: final payment exceeds 2× regular. Florida balloon language in the note.
- No wrap. No silent junior after this close. No subject-to.
Named first on this file
Locked appendix · identical on every packet · rev 1
- Purchase price
- $500,000
- Cash down / cash-to-close
- $0 / $14,650
- Note #1
- $350,000 · 8.50% · $2,691.20/mo
- Note #2
- $150,000 · 4.49% · $561.25/mo
- LTV / CLTV
- 70% / 100% vs cap 80%
- Occupancy
- investment / non-owner-occupied
- AFR
- 4.49% mid-term AFR · unlocked
- Close mode
- true-carry
- Simultaneous close
- same table, same day
- Servicer
- TBD — third-party required
- Escrow holder
- TBD — licensed title or Florida attorney trust
- Recording order
- deed → mtg 1 → PMM 2 → ICA
- ICA before deed
- not marked
- Junior participation
- Exists. Dies on senior foreclosure. Not a first-lien underwriting input.
Clock one · same day, same table
True carry at the table
Title and the senior accept a recorded PMM in lieu of cash for Note #2. Seller walks with Note #1 proceeds. Buyer writes stamps, title, points, and escrow on top.
- 01Lender wires Note #1 $350,000 to escrow → seller.
- 02Seller deeds the property to the buyer.
- 03Buyer executes Note #1 + Mortgage #1 to the lender.
- 04Buyer executes Note #2 + PMM #2 to the seller ($150,000).
- 05Buyer writes the check at closing: $14,650 (down + stamps + title + points + escrow).
Split close dates are a hard stop. Recording order is deed → mtg 1 → PMM 2 → ICA / kicker memo. Table: TBD — licensed title or Florida attorney trust. Funds are held and disbursed by TBD — licensed title or Florida attorney trust, not by SSDF Inc. or StackDesk. Cash-to-close is the check the buyer brings to that table. Stripe is not a Florida escrow agent.
Clock two · every month
Preferred: one third-party servicer if the first allows it. Default: two pipes + cross-default notice. Buyer does not pay the seller in Venmo.
- Gross NOI (stated)$4,000
- Vacancy / mgmt / capex haircut-$0
- Tax + insurance-$0
- Note #1 P&I−$2,691.20
- Note #2 IO−$561.25
- Buyer cash flow (illust.)$747.55
Clock three · sale or refi
- 01 · Costs off the top.
- 02 · Note #1 payoff (plus any prepay) — remaining $334,216 at balloon.
- 03 · Note #2 payoff $150,000.
- 04 · Kicker only if the hurdle cleared and the senior did not foreclose. On senior FC the kicker is $0.
- 05 · Buyer residual $119,600 on the illustrated sale.
A leftover second after refi is a new triangle, not a silent extension.
Intercreditor — counsel checklist, not an executed ICA
- 01Junior: Note #2 is expressly subordinated. No wrap, no AIC, no subject-to.
- 02Recording order: deed → mtg 1 → PMM 2 → ICA / kicker memo. Not negotiable on this desk.
- 03No CLTV sneak: cash down is the only CLTV lever. Resizing the first just resizes the second.
- 04Senior-default notice: days bargained, not a fake statute.
- 05Seller right to cure and add the advance to Note #2: days bargained.
- 06Standstill as the lender form requires — not a 90-day seller veto of the first.
- 07Insurance and tax with the first; loss-payee order lender then seller.
- 08Kicker dies on senior foreclosure. Recovery is Note #2 principal + accrued interest.
- 09Notice addresses = servicer + both counsel. Not a Gmail. Not a kitchen table.
- 10ICA before the warranty deed records.
After close — static card, not a loan OS
- Balances at origination
- N1 $350,000 · N2 $150,000
- AFR lock
- Not locked
- Junior participation
- Exists. Dies on senior foreclosure. Not a first-lien underwriting input.
- Balloon
- $150,000 in 5 years
- Servicer
- TBD — third-party required
- Escrow holder
- TBD — licensed title or Florida attorney trust — not SSDF Inc., not Stripe