Real Estate • Cayman • Revenue Share • Profit Share Note

Hotel Revenue Share Token ($3M)

Hospitality group issues a revenue-share token with smart-contract waterfalls and wallet allowlists. Primary distribution via regulated venue; quarterly payouts tied to operating revenue. An anonymized practitioner case.

Snapshot

Raised
$3,000,000 Investors
212 qualified Timeline
~4 months (plan → TGE) Stage
Issuance Platform
INX Status
Quarterly distributions enabled Anonymized

Context & Objectives

Issuer: hospitality group operating a city hotel with stabilized occupancy, aiming to finance brand refresh and F&B upgrades without conventional debt covenants.

  • Monetize future operating revenue via transparent revenue-share note.
  • Offer compliant access to qualified investors with simple payout UX.
  • Maintain transfer controls and venue-approved secondary path.

Structure & Jurisdiction

Legal wrapper

Profit Share Note tokenized on a regulated venue; tokens evidence pro-rata right to a defined % of Net Operating Revenue (NOR).

Jurisdiction

Cayman SPV as issuer; operating company enters revenue-sharing agreement; disclosures align with venue requirements.

Transfer controls

Wallet allowlists, holding periods for insiders, venue-only secondary between whitelisted investors.

Key Terms (Indicative)

Offering size$3,000,000
InstrumentRevenue-share token (Profit Share Note)
Payout basisX% of NOR, quarterly, after agreed operating expenses
TermOpen-ended with call options; floor & cap mechanics optional
EligibilityQualified/Professional investors (KYC/AML)
ReportingQuarterly NOR pack + annual financials

Provider Stack

Primary venue
INX (subscription, registry, corporate actions)
KYC/AML
Venue-integrated provider (IDV, sanctions, PEP)
Payments
Bank wires for subscription & distributions
Custody
Custodial wallets; optional self-custody after KYA
Legal
Cayman SPV docs, revenue-share agreement, offering memo
Audit/attest
NOR methodology note; annual financial statements

Revenue Waterfall (Simplified)

  • Gross Revenue → VAT/sales taxes removed
  • Operating Expenses (payroll, utilities, routine maintenance)
  • Net Operating Revenue (NOR) → allocation to tokenholders at agreed %
  • Reserves (FF&E/maintenance) → residual to operator

NOR definitions & exclusions fixed in the offering memo; changes require investor consent.

Investor Funnel

  1. Targeted outreach to hospitality-focused investors; teaser & data room.
  2. KYC/eligibility on venue; subscription e-docs signed.
  3. Funds received → tokens allocated to whitelisted wallet/custody.
  4. Quarterly reporting pack + distribution to investor bank accounts.
  5. Optional venue-approved secondary windows for matched orders.

Compliance & Controls

KYC/AML
Automated IDV; SoF/SoW triggers for large tickets; periodic refreshes.
Transfer controls
Allowlist; insider lockups; jurisdiction filters on venue.
Record-keeping
On-chain registry + off-chain investor files; retention per policy.
Incidents
Playbooks for payout delays, sanctions hits, price-sensitive disclosures.

Secondary & Liquidity

Venue-approved bulletin/matched windows among whitelisted investors. Transfers restricted to approved wallets; price discovery guided by recent NOR and distribution history.

Timeline (Plan → TGE)

Phase Workstreams ETA
Design NOR definition, waterfall, venue alignment, teaser 2–3 weeks
Docs & setup SPV docs, offering memo, platform configs, payout rails 3–4 weeks
Subscription Investor onboarding, allocations 2–3 weeks
TGE & Ops Mint/allocate; quarterly reporting & distributions 1 week

Costs (Indicative)

Legal & docsCayman SPV, revenue-share agreement, offering memo
Platform & KYCVenue setup + per-investor checks
Ops (ongoing)Quarterly reporting, payout processing
Audit/attestAnnual financials; NOR methodology review

Exact pricing varies by venue scope, investor count, and payout complexity.

Key Risks & Mitigations

Revenue volatility
Conservative reserve; transparent quarterly packs.
Definition drift
Locked NOR definitions; investor consent for changes.
Ops incidents
Payout fallback dates; reconciliation playbooks.
Secondary expectations
Set expectations around windowed liquidity only.

Lessons Learned

  • Payout UX (bank details, tax forms) drives satisfaction more than APY headlines.
  • Publish a standing “NOR methodology note” to reduce Q&A churn.
  • Align marketing with transfer controls early; avoid retrofits.

Downloads

This case is anonymized; downloads are generalized templates.

Planning a hospitality revenue-share?

We’ll adapt NOR definitions, payout mechanics, and venue setup to your hotel’s operating profile.