Service 04 · Project Finance & C-PACE · Capital Stack Discipline

The capital stack decides the IRR. Everything else is execution.

Most sponsors structure capital stacks one provider at a time. Senior debt gets sized first, tax equity gets sized to the gap, sponsor equity takes what's left. The result is a stack no individual provider designed, optimized for the path of least resistance rather than the lowest blended cost. We design the stack as a single problem from the start, run term sheets in parallel, and negotiate against benchmarks rather than the bank's first offer.

vs lender-led structuring

The bank's structure benefits the bank.

Senior lenders price for the position they want to hold, not the position the project should give them. The cheapest borrower is the one who knows what every other lender would offer.

vs incumbent banking relationships

Familiarity is comfortable. It's also expensive.

The bank that closed your last deal is not running a competition for your next one. We benchmark every provider against the live market before any term sheet gets countersigned.

vs piecewise capital stack assembly

A stack designed in series misses optimization in parallel.

Senior debt sized in isolation locks in a DSCR floor that constrains tax equity sizing. Tax equity sized first locks in a basis position that constrains debt. The optimal stack is solved as one problem.

vs cookie-cutter structures

Standard structures leave money on the table for non-standard projects.

C-PACE for behind-the-meter, mezz for tight DSCR projects, construction-to-perm for smaller deals. The right structure is project-specific. The standard structure rarely is.

Seven workstreams. From stack design to financial close.

Each workstream produces an artifact ready for the credit committee, the rating agency review (where applicable), and the lender's IE diligence call.
01
Capital stack design

Sponsor equity, mezz, senior debt, tax equity, C-PACE, sponsor equity. Modeled as a single optimization problem with sensitivities on every layer. The blended cost of capital is the output, not the input.

You get: capital stack model, blended cost of capital sensitivity, structure recommendation memo.
02
Senior debt sizing and DSCR modeling

Term loan, construction-to-perm, mini-perm. Sculpted vs level amortization. Hard mini-perm vs soft. DSCR floor analysis at P50, P90, and stress case. The sizing the lender's IE will actually accept.

You get: debt sizing memo, DSCR sensitivity model, term sheet template, stress scenarios.
03
Tax equity bridging

Bridge loan against tax equity commitment. Sizing, tenor, take-out conditions, intercreditor with the senior. Pricing benchmarked against current market rather than relationship pricing.

You get: bridge sizing memo, intercreditor framework, take-out conditions, market benchmark.
04
C-PACE structuring

Commercial Property Assessed Clean Energy. Long-tenor, low-cost financing tied to property tax assessment. Where eligible, useful for behind-the-meter and certain front-of-meter structures. Lien priority and senior consent are the deal points.

You get: C-PACE eligibility memo, jurisdiction map, lien priority analysis, senior consent protocol.
05
Parallel term sheet negotiation

Senior debt, tax equity, mezz, C-PACE, all in flight at the same time on a common information memorandum. Comparable terms, comparable timelines, comparable benchmarks. The leverage that lender-led processes don't give you.

You get: common information memorandum, comparable term sheet matrix, negotiation benchmark, position memo.
06
Definitive documentation

Credit agreement, intercreditor, security package, hedge documentation where applicable. Lender's counsel produces the first draft. Owner's counsel marks it. We sit in the middle and decide which markups are essential, which are nice to have, and which to give up to close.

You get: markup priority memo, intercreditor framework, security package summary, closing conditions checklist.
07
Closing and CP management

Conditions precedent across all providers tracked in one register. Simultaneous close coordination, funds flow memo, post-closing covenant monitoring framework. The mechanical work that determines whether close happens on schedule or slips a month.

You get: CP register, funds flow memo, closing checklist, post-closing covenant tracker.

Capital structuring decision gates · Sub-flow within DG2 (parallel to tax track)

DG2.A
Stack design
Capital stack frozen at optimized blended cost of capital. Sources sized as a single problem.
DG2.B
Term sheets
Term sheets in flight across all providers on a common information memorandum.
DG2.C
Definitive documentation
Credit agreement, intercreditor, security package marked up and converging.
DG2.D
Financial close
All CPs cleared, simultaneous funding, post-closing covenant tracker live.

Four capital sources. Sized together, not in series.

Source 01
Senior debt

The cheapest capital and the one with the most discipline. Term loan, construction-to-perm, mini-perm. DSCR-sized at P90, sculpted to projected cash flow.

Indicative cost: SOFR + 175 to 250 bps depending on structure.
Source 02
Tax equity / transferability

Second cheapest capital but constrains the structure. TE flip locks in a partner; transferability locks in a credit price. Modeled side by side on after-tax NPV.

Indicative cost: 6 to 8 percent IRR on TE; 6 to 8 cents per credit dollar on transferability.
Source 03
C-PACE

Long tenor (20 to 30 years), modest cost, but tied to property tax assessment. Lien priority and senior consent are the practical deal points.

Indicative cost: 6 to 8 percent fixed, jurisdiction-dependent.
Source 04
Sponsor equity

Most expensive capital and last loss. The residual after senior, TE, and any structured layers. Sponsor IRR is what's left over, which is why every other layer needs to be optimized first.

Indicative cost: 12 to 18 percent unlevered IRR target depending on risk profile.

What sits on your desk when we're done.

A complete project finance file: stack design through financial close. Every artifact ready for the credit committee, the rating agency review where applicable, and the lender's IE diligence call.

  • Capital stack model All sources sized as one optimization, blended cost of capital sensitivity.
  • Senior debt sizing memo DSCR floor, sculpting, mini-perm vs construction-to-perm, market benchmarks.
  • Tax equity bridge analysis Bridge size, tenor, take-out, intercreditor with senior.
  • C-PACE eligibility and structuring memo Jurisdiction map, lien priority, senior consent protocol.
  • Common information memorandum Single document for all providers, with comparable term sheet matrix.
  • Definitive documentation markup Credit agreement, intercreditor, security package. Markup priority memo for owner.
  • CP register and closing file All conditions precedent in one register, funds flow memo, post-closing covenant tracker.

Have a project sizing debt or about to issue a term sheet RFP?

Initial scoping calls are complimentary. Engagements range from stack design only through full financial close advisory. We don't take placement fees from lenders or success fees from any capital provider, full stop.

Start a capital stack scope →