Hotels Holdings is organized to satisfy institutional lender covenants out of the box. Every SPE is single-purpose, separately operated, and bankruptcy-remote.
| Layer | Entity | Role | Holds |
|---|---|---|---|
| 1 | Allencrest Hospitality Fund I LP | LP equity vehicle | 100% of Hotels Holdings |
| 2 | Allencrest Hotels Holdings LLC | Portfolio parent | 100% of each Property SPE |
| 3 | Property SPE LLC (one per hotel) | Asset owner / borrower | Hotel real estate, franchise agreement, hotel operating license, hotel-level debt |
Each Property SPE enters into three intercompany agreements, all priced at arm’s length and supported by transfer-pricing documentation. The PPM discloses the nature of each and the committees that approve them.
Property SPE engages Allencrest Hospitality Operations LLC to manage the hotel. Management fee is market-based (typically 3% of gross revenue + incentive fee).
Property SPE licenses the Allencrest operating playbook, SOPs, and technology configuration from Allencrest Technology LLC. Royalty is priced at arm’s length.
Hilton franchise is executed by the Property SPE directly. Brand compliance obligations flow to the SPE; marketing expense reimbursement to Hilton is standardized.
Each Property SPE operates under the following separateness covenants, consistent with institutional lender form requirements.
The SPE owns exactly one hotel. It conducts no other business. It does not own interests in other entities.
Independent books, records, bank accounts, invoices, and stationery. No commingling of assets with Fund or affiliates.
All intercompany transactions executed on arm’s-length terms and supported by transfer-pricing documentation.
Voluntary bankruptcy requires the consent of an independent manager appointed by the SPE per lender requirements.