What 30 Years of M&A Experience Teaches You About Development Finance

Real estate development is a financing problem that happens to produce a building at the end. The building is the output. The deal structure that makes it possible is where the actual work lives — and where most projects succeed or fail long before the first shovel goes in.

Adam Gottbetter came to development from corporate securities law and merchant banking. Three decades of sourcing, structuring, and closing transactions across industries. That background does not make someone a better architect. It makes them better at the part of development that most projects fail on.

What M&A law actually teaches

Corporate deal work forces you to think systematically about risk allocation. Every transaction has a risk structure embedded in it: who absorbs which downside, who captures which upside, at what point does each party’s exposure change, and what conditions allow the deal to unwind. A lawyer who has worked enough of these transactions develops an intuition for where a deal is likely to break and what can be done in advance to prevent it.

In real estate development, those instincts apply directly. A project is a multi-year financing exercise with a physical asset at the end. It involves construction debt, permanent financing, equity structures, partnership agreements, contractor relationships, and a long tail of regulatory approvals. Each of those elements creates risk. The developer who has spent years thinking rigorously about risk allocation in complex transactions is not starting from scratch when she walks into a development deal. She already has a framework.

Three phases, three sets of concerns

Most development projects run through three financing phases. Construction debt funds the build at a higher cost and shorter term. Bridge financing covers the period between completion and stabilization. Permanent financing, whether a sale or long-term debt, closes out the development phase.

Each transition is a pressure point. Construction lenders care about different things than bridge lenders. Bridge lenders care about different things than permanent lenders or buyers. The developer who can structure a deal that addresses each set of concerns simultaneously and who can talk credibly to all three types of capital has a real operational advantage over the developer who treats capital as a single undifferentiated resource and figures it out as they go.

Gottbetter served in a senior finance and development role at Green Park Management, overseeing the sourcing and structuring of debt and equity from construction through to permanent financing across the firm’s South Florida hotel portfolio. That portfolio included the Aloft by Marriott Fort Lauderdale Airport, which opened in November 2023 and was subsequently sold in March 2026 — a return that reflects the discipline built into the project from the financing stage.

Where deals actually break

The financing that gets discussed publicly is usually the debt. The equity structure is where the real decisions live. Who carries the project before the first loan closes? How is the profit split between the operating partner and the capital partner? What does the waterfall look like when the project underperforms against its underwriting?

These are questions a deal lawyer asks instinctively. In development, they often get answered by habit or by using whatever template the last deal used, which is one reason development partnerships fracture when a project runs into trouble. The deal that looked clean on the term sheet turns out to have been ambiguous on the things that actually mattered.

Getting the equity structure right from the start, with the same rigor that goes into a corporate acquisition, is one of the least visible but most durable advantages Gottbetter brings to the projects he works on.

Get in Touch: ASG Development sources, structures, and closes real estate transactions across South Florida, with particular focus on development finance and select-service hospitality. If you are exploring a transaction and want a counterpart with genuine M&A depth, visit ASGDevelopment.com to get in touch.