Tax Advantaged Multifamily Investing, With Pinnacle Partners

In this webinar, Leo Backer and Jill Homan discuss Pinnacle’s unique approach to multifamily investing.

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Webinar Highlights

  • An overview of the Opportunity Zone tax benefits, including the potential for these benefits to boost bottom line returns to investors.
  • The reasons behind Pinnacle’s pivot from a single asset to multi-asset strategy.
  • Pinnacle’s record to date, including 9 projects and more than $100 million in equity.
  • Why Pinnacle likes multifamily investments for a 10-year holding period.
  • Pinnacle’s unique approach to deal sourcing and due diligence.
  • The benefits of owning tangible assets in the current environment.
  • High level summary of deals currently in the fund pipeline.
  • Live Q&A with webinar attendees.

Pinnacle Partners Opportunity Zone Fund VIII

Pinnacle Partners Opportunity Zone Fund VIII, LP is investing in ground-up development multifamily Opportunity Zone projects in the Southwest, Mountain States, and Southeast U.S., targeting strong risk-adjusted returns of 10-12% IRR (net of fees and before OZ tax benefits).

Learn More About Pinnacle Partners

Webinar Transcript

Jimmy: Pinnacle Partners Opportunity Zone Fund VIII, if you’re ready, I’ll turn the stage over to you two.

Leo: Perfect. Well, thank you, Jimmy. And really appreciate being back with you. I know my partner, Jeff Feinstein, has presented with you many times as has Jill Homan. But we’re pleased to be here and this is my first time with you. So thanks again. And Jill and I are here in lovely Nashville, Tennessee, and we brought the rain from Seattle as you’ll see behind us in the skyline. But there’s snow in Seattle, so I think I’d still rather be here today. But thanks again, and we are pleased to present, I know Jeff and Jill spoke on another webinar about our fund that we launched in December. And today, we wanna go into a little bit more detail about the fund, where we are in the process of securing projects for this fund, and go into more detail of our strategy.

So with that, again, Jill Homan is a managing director with Pinnacle in our Opportunity Zone fund, and Jeff Feinstein and myself are the managing partners. And real quickly, I just want to…before I go into kind of about Pinnacle, I did not listen to the first presentation, so I apologize if this is redundant, but I do think it’s important to talk a little bit about Opportunity Zones and the benefits because we are an Opportunity Zone fund.

Jimmy: And Leo, just to interrupt there, you are the first Opportunity Zone fund presenting today. So it’d be good for you to go over that.

Leo: Okay, perfect. So let me tell you quickly about the benefits of Opportunity Zones. And then I’ll tell you about kind of quick background of Pinnacle, kind of why we launched, you know, Pinnacle in the first place around Opportunity Zones and why we’re pivoting from a single asset fund to now a multi-asset fund strategy. So really there’s three major benefits in investing in Opportunity Zones. And first off, Opportunity Zones, there’s 2,700 of them around the U.S., and they are particularly around major cities around kind of growth areas in cities that are looking for a capital that’s needed for initiating growth in those markets and for job growth. So the benefits of investing in Opportunity Zones are really twofold. First off, you have to use capital gains to invest, short-term or long-term capital gains.

The first benefit is you do not have to pay capital gains tax on your initial investment. So on your gain that you’re realizing, you do not pay your tax on that capital gain until your 2026 tax return. So you would pay that in 2027. So think of that as an interest-free loan from your government to invest in an Opportunity Zone.

The second benefit and the major benefit is you pay no tax on the appreciation of the asset that has to be held for 10 years. So that’s the real benefit in this program, and what’s really increasing the value proposition by investing capital gains in these projects. And it’s shown that about a 40% to 50% aftertax increase in your return over the 10-year period by investing in Opportunity Zones. So it’s created a lot of demand. There’s been a lot of buzz around Opportunity Zones. And Pinnacle really launched, you know, early on, even before the regs were completely out in 2018, and formally in 2019, investing in our first projects early days in Opportunity Zones. Jill, anything you wanna add on the benefits?

Jill: No, you know, I really think these are a once-in-a-lifetime tax incentive for investors. And it also is achieving a good in these neighborhoods. So I think the story of Opportunity Zones is terrific. And it’s really a fantastic tax incentive that if nothing else, it’ll expire by the end of tax year 2026. So that’s why investors are really taking a hard look at funds and which projects to invest in because it’s a tax incentive that’s set to expire pretty soon.

Leo: So, Pinnacle launched, as I mentioned, in 2018 and invested in our first projects in 2019. And our strategy is basically aggregating capital from individual investors to invest in what we think are institutional grade properties in Opportunity Zones. And what we really focused on were initially starting in Seattle and the Seattle market, in Washington particularly, and then moved down to Southern California really focusing on partnering with best-in-class developers that really already controlled or owned these sites in Opportunity Zones. You know, that’s our proven model is, you know, we’re looking at projects that yes, they are in Opportunity Zones, but we’re underwriting them as if they weren’t and we’re not even showing the aftertax benefit to our investors. You know, we know there’s quite a bit of benefit, but we’re underwriting as if they weren’t.

So these are areas that are close to urban cores, close to major universities, growth markets that, again, we’re already starting to see growth because these Opportunity Zones were established based on the 2010 census. And a lot of these markets, you know, have already grown towards these areas. And, you know, in the Seattle marketplace, you know, think about around stadium districts, again, around major universities, around major transit hubs. That’s where a lot of these Opportunity Zones are located. So we formed Pinnacle, again, to bring in the joint venture equity to developers in these Opportunity Zones. And, you know, early days, we’ve funded now nine projects over $136 million of OZ equity with gains and almost $600 million of capitalized projects in Washington and California.

The one thing I do need to mention is, you know, for Opportunity Zones, you need to think about…you can’t just buy an existing cash-flowing asset. This needs to be an asset that you are virtually doubling the cost of acquisition of the property. So that’s why you’re seeing most of these Opportunity Zone projects are either ground-up development or major rehabs. And we’ve done both. We’ve done primarily multifamily, we’ve done affordable workforce housing, market-rate housing and student housing, and senior housing. So mostly multifamily, we’ve done two creative office buildings as well. So nine projects we’ve successfully capitalized from what I would say 50% of the LP equity to 100% of the LP equity in the single asset projects. And we were actually asked by several of our investors, most of our larger investors about the multi-asset fund approach.

You know, they like the single assets, they like how we are underwriting projects and bringing them to them for investments to them or if it’s an RIA to their clients, but they’re the ones that asked us to really focus on looking at diversifying in geography and doing a multi-asset approach. And we chose multifamily, which I know this webinar is about is a perfect asset class for this multi-asset fund. You know, we’ve brought on Jill recently. Jill is now, you know, involved with Pinnacle daily on our fund strategy. And we’ve been trying to find a way to work together for a long time because she’s been on your webinars more than I, Jimmy, on talking about OZs, but more importantly, around multifamily development. And Jill brings a depth of expertise and she’s gonna go through kind of our projects that we’re very close to securing. And so what I’ll tell you is we’re very focused, and I think the Origin team talked a little bit about their strategy and I think around multifamily, we’re not too dissimilar. We just happen to be focused only in Opportunity Zones.

Our fund was launched to raise a minimum of $100 million of OZ equity up to $200 million, a minimum of four projects up to six projects. And we’re targeting returns in the 10% to 12% net IRR over the 10-year hold period. And as I mentioned, you know, the OZ benefits adds another 3% to 5% increase to the IRR. So we’re focused on, you know, major growth markets, you know, either around major universities, quality of life movement, or employment growth. And, you know, what I’m really enjoying in my previous life, I represented a lot of companies when they’re relocating their headquarters or regional offices around the country and looking at labor analytics and why companies are moving to these certain markets that you’ll see kind of highlighted here is really similar in why we’re investing in these markets for multifamily.

And again, you know, some of the reasons that you heard before, you know, why multifamily, well, these are 10-year holds. So we think multifamily is a very good asset class for a long-term hold because we’re in growth markets. And some people say a downside of OZs is you gotta hold your investment for 10 years, but when you’re doing ground-up development, you’re able to basically leverage your investment going into the project. Let’s say we’re using 60% to 65% loan to cost. We build it and stabilize it. And then we put permanent financing on these projects at maybe 70% to 75% loan to value. And then we’re able to return a substantial amount on equity at that time. So there is a liquidity event by using debt at stabilization, and then they do throw off cash beyond on the investment.

So we think it’s a real good asset class for a 10-year hold. It’s a great diversification model for sure. And then, you know, as you heard earlier, you know, there’s definitely a housing shortage around the country, and it’s no surprise. And that’s why we like, you know, these workforce/market-rate housing. I don’t think you’ll see us doing any premium unit, highrise construction, but we believe in market rate, student, and workforce housing in these select growth markets like Nashville that we’re sitting here right now. So with that, I’m gonna let, Jill, talk a bit about again, strategy, kind of why Pinnacle, how we’re different in sourcing. And I think what I’ve really enjoyed with Jill is, you know, I’m coming from the West Coast, Jill from the East Coast, and with our collective, you know, expertise and track records, we’re able to really go to these best-in-class sponsors and show them our value proposition, which isn’t just bringing equity, but it’s bringing in a very big institutional-grade diligence team, Jill’s background on multifamily development and adding value beyond just bringing equity to these partnerships, which has proven to be, you know, successful.

So I will let, Jill, talk a bit about our seed projects. And I will add one thing again real quick. We do not wanna be a blind pool fund. We did raise some gains before year-end pretty substantially because of the step-up in basis that expired. But our plan is to have…we have three projects, actually four projects now with term sheets executed that were in JV document negotiations. So we’ll be able to announce to the group or whoever’s interested to get back to us on these projects that Jill’s gonna talk about.

Jill: Great. Well, thanks for the background, Leo. So just really quick, some of our…you know, as Leo mentioned, my background is really 15 years plus in real estate development heavily focused on multifamily. I’ve been focused on utilizing the Opportunity Zone tax incentives since its inception. And so with that, you know, even though the regulations have been finalized, we’re also working with best-in-class service providers on the accounting and legal side as well. And so we’re with that able to keep our investors up-to-date on any regulatory guidance that comes out. As Leo mentioned, you know, I’ve been heavily focused on multifamily through my career, and also being so involved in the Opportunity Zone marketplace, we’re seeing terrific access to deal flow. And then thirdly, what I’d say is, you know, with a career that’s for me been focused on working at very strong regional multifamily developers where I say there’s nowhere to hide, so the underwriting that we do for acquiring sites, you know, I’ve had to…and as the projects are being built I’m the one who the development manager is looking to me and saying, these rents that you underwrote, they’re above market or below market, and just really needing to be accountable for the underwriting since its inception. And so I’d say, you know, we bring a strong investment acumen both with myself and the team members that are also included in the Pinnacle fund.

And then fourth and finally, we also have strong operational experience with decades of experience in, you know, operating real estate assets. And I think that’s where a lot of funds tend to neglect speaking about because for sure, you know, they’re significant value creation in developing multifamily assets, but these are long-term holds. And so it’s not just a merchant-filled scenario where you build an exit, what you need is to operate on these assets. And that’s where really the value is maintained. So you have the value creation through the development cycle and value is maintained and enhanced through the operations over the next seven years of ownership.

And then, you know, before we select a deal and start to move forward, we work through this due diligence process that we’ve articulated on the slide here where we have initial underwriting. We bring in third-party consultants for peer reviews regarding environmental and geotech. In addition, they work with us on a third-party review of the construction budget. And then we also update and complete our final underwriting analysis for the project. We’re working with best-in-class for legal review and also insurance review and in property tax review. We do work with our accounting on the accounting side for Opportunity Zone compliance. I mentioned property tax review, and then that completes our underwriting process to determine whether or not to move forward on these deals.

And I think as Leo mentioned, we’re really viewing the multifamily, particularly in this time when you have volatility in the equities market, owning tangible assets is really, really strongly encouraged by investment advisors. And so that’s something that we think is particularly beneficial where you have homeownership right now is more difficult. For every 1% of folks moving out of homeownership, that equates to approximately round numbers a million renters. And so it’s a strong multifamily rent market and also strong multifamily growth market. And so as Leo mentioned, you know, we’re targeting these markets that are the recipients of the population growth, but also the rents in these markets have not gone up by an inordinate amount. And so what you have is folks are still able to be able to afford these locations and not paying more than a third of their wages to these markets.

Leo: Jill, real quick, maybe I’ll just add again on the locations and why pivoting from, you know, the Seattle, you know, greater Washington marketplace to Southern California. You know, no surprise, it’s getting very difficult, you know, number one to source land, source projects that pencil. And municipalities aren’t getting any easier getting through their permit process. So, you know, we like high barrier of entry markets, but we also are looking for municipalities that are so-called friendly to developers and can get through the entitlement process because we’re coming into these projects typically pretty early. As the Origin team mentioned, you know, we’re coming in in some cases acquiring land, but we’re making sure that the projects are approved by right and that there’s a smooth, you know, permit process to get to a buildable project. So very thoughtful on the markets we’re going into again, that, you know, is a high barrier of entry, but they’re also developer-friendly marketplaces.

Jill: And so more specifically, you know, the projects for the deals that we’re working on, we do have four deals under term sheets. Two deals are in Nashville and one deal’s in Atlanta and one in Denver. We’re working on joint venture negotiations on all those deals. Just our process with investors are so once investors are interested in the Pinnacle fund, they can sign a confidentiality agreement and then they get access to the war room. And that would include robust information about each of the deals after we’ve executed our joint venture agreement or after we’ve executed the term sheet. So essentially, once we have…are under a contractual relationship with the developer, we’re able to update these war rooms.

But just to give you some background on the deals in Nashville. So the deals in Nashville are between…one is more than 200 units, the other is more than 300 units, strong areas of growth. There has been new construction multifamily that’s been built near these projects. And one is in a high-growth stadium district and another is in a high-growth multifamily area. And the national market as all of you know is just on fire with major corporate relocations coming to Nashville. And again, with the job growth and wage growth not being…those are outpacing the rent growth. And so, again, you still have a significant arbitrage for folks, a high quality of living because people are able to really to make good money and not, you know, spend so much on the rents, which again, allows for some rent growth over the course of the 10 years.

The project in Atlanta that we are under a term sheet with is a project that’s anchored by a major university in Atlanta. It’s more than 200 units and it’s in a downtown location. And the project in Denver, more than 200 units, also anchored by the major universities in Atlanta, and it’s in the stadium district in Atlanta. And then just to remind folks that our targeted net returns, so net returns to the investor it’s about a 10% net IRR to the investor. And what we’re also underwriting to is between 100 to 200 basis point spread over current cap rates, and that’s an untrended return on cost. So really what that is is if it’s your NOI untrended for rent growth divided by your total project cost and comparing to current cap rates. And we’re looking for a spread between 100 and 200 basis point because if you can buy existing multifamily at a 5.5% cap rate and you’re building to a, you know, 6% cap rate, then that’s only a 50 basis point spread. And we do not think that’s ample compensation for investors for the development risk. And so that’s why we’re looking for a wider spread.

And so I think with that, maybe we’ll pause…

Leo: Maybe I’ll just add just one more point around kind of our project sourcing. And Jill did a good job talking high-level of the four projects that are either in term sheets and/or JV document completion. You know, we look at dozens of projects, you know, every month, probably… You know, we get projects sent to us every day and with Jill’s background and now ours at Pinnacle with our track record, we see a lot of deal flow and, you know, it’s hard, right? Because we’re trying to figure out what’s the right projects in the markets that we like. And we’re trying to be really a differentiator in the projects that we focus on. So there needs to be a reason beyond a city. Everybody likes Nashville, okay? But it doesn’t mean we’re gonna do just any project in Nashville. And I’ll give you one example of a project we invested in the Seattle market in Tacoma, Washington, you know, we looked at two ground-up developments, but we were also looking at historic adaptive reuse project.

And we chose the historic adaptive reuse because we thought it was a differentiator against all the other product type that was going up in that marketplace. We liked the location, the sponsor was extremely strong, and we’re opening that project in about 30 days and it’s already proven to be successful on early days for lease-up. So again, we’re trying to find out the why. And the first thing Jill likes to ask, you know, to the developers, you know, why this project? What brought you here beyond just it’s a certain city and it’s ground-up development? So being very careful on our selection, which, unfortunately, it’s weeding out a lot of projects, but it keeps us very focused on the ones that we think are the best suited for the fund strategy.

Jill: And I think I’ll just close with really this fund is seeking to identify 4% to 6% great projects, great multifamily development projects that will receive the Opportunity Zone tax benefit. And we’re embarking and we are identifying those projects or as many of those projects as possible in advance. So folks can see and look into the fund and see what they’re invested in. And so they get a diversified fund of really terrific projects and very strong markets and get the opportunities and benefits. So, again, that’s why we’re targeting just 4% to 5%. You get the diversification, it’s a curated fund of strong multifamily development projects. So I think we’ll pause…we’re a little bit over, but pause for a moment and see, Jimmy, what questions you might have.

Jimmy: Yeah. Well, actually, we’re doing pretty good on time. We got a little bit of flexibility in the schedule. I’m the next presenter, I’m gonna be presenting a OZ 101 presentation.

Leo: We’re going to see our projects in Nashville about 10 minutes. So we got a few more minutes.

Jimmy: Okay. Sounds good. Yeah. Whenever you need to head off, let me know, but we’ll go through and answer a few of these questions we have. We’ve got a few good ones here. So first question, for the taxable event in 2026, and I think the bill on those taxes is actually due April 2027, if I’m not mistaken, but correct me if I’m wrong.

Jill: Yeah.

Jimmy: Will you sell a property so the LPs have some liquidity to be able to pay that capital gain on the initial funding? And if so, how will you determine which property to sell or what other ways do you…do you have any other ideas for how you can get some liquidity back to the investors for that tax bill?

Leo: Yeah. And again, you know, we’ve done nine…you know, you’ll see it says Fund VIII, but that’s because we’ve already passed it on our single assets. We’ve now done nine. So we’ve only sold one project out of the nine and that wasn’t because of paying the tax bill. It was just in a marketplace where the county really wanted our project and it was in an area of need for the county in Seattle. So we ended up selling that project and redeploying those gains to another project, but that’s for another webinar. But the plan is, you know, I think I mentioned this upfront is that, you know, we’ll obviously put leverage with construction debt when we build a project. So maybe it’s 55% to 65% loan to cost. You build the project and then you stabilize it and put permanent financing on the project at maybe 65% to 70% loan to value. So in our underwriting, it’s showing anywhere between 30% to 40% return on capital at that point. So after stabilization, let’s say 2025, 2026 would be that return on capital, which would be sufficient to pay the tax at that time. So that is kind of how we’re underwriting these projects.

Jimmy: Yeah. Good answer there. How about non-capital gains? Is it possible to put non-capital gains dollars into the fund? Do those receive any of the tax benefits?

Leo: No tax benefits, but yes, you can use non-capital gains. We do allow for that.

Jimmy: Okay, good. And yeah, that is an important point. You don’t get the tax benefits. That’s right. But yeah, a lot of OZ funds, and Pinnacle Partners included does allow you to put non-capital gains dollars if you wish. What about tax forms, what tax forms can investors expect to receive?

Jill: So they would receive one K-1. So we’re a fund that delivers one K-1 for all of the investments because it is one fund.

Jimmy: Good. That’s helpful. Yeah. We don’t want a bunch of 1099s and K-1s flying around for every single project. So that’s good that you’re able to consolidate them into one. Let’s see. How about your pipeline, a question about your pipeline? Can you go through the pipeline? How many deals will be in this fund when all is said and done?

Jill: Yeah, sure. So right now, we have term sheets for four deals and we’re really at a minimum looking to do four investments. And so, you know, we’re just seeing if the timing works for all of these four. And if it doesn’t then, you know, maybe we do three of the four. So we’re seeing how the timing works for these deals. The four deals are two in Nashville, one is in Atlanta, and one is in Denver. And so the other markets that we’re…and we have a slide up for the other markets that we’re heavily focused on, it’s really in Texas. So Dallas, Austin, Phoenix, Salt Lake City, Bozeman, Boise, and, you know, also in the Carolinas. So that’s really where other deals that we’re looking at.

And again, all of these deals are deals that are institutional quality deals, they’re with institutional quality development partners. So these are national or very significant regional developers. And these are also institutional quality locations. So, you know, highly liquid locations where there’s lots of trades, comps. And so that’s something that’s just really important. And also given it’s a 10-year hold, it’s critically important that these cities are also like financially in a good financial position because we need these cities to continue to manage their own budget so that, you know, taxes aren’t increased dramatically, or you look at the case of Chicago and some of the challenges that they’re having. And so those are the other factors that we look at when determining which cities to focus on.

Leo: And Jimmy, I will add that, you know, pipeline beyond the four deals that we are, you know, moving close to final execution on. We do have a pipeline report that’s changing weekly, monthly, that we can share with prospective investors with an NDA because those aren’t obviously locked down, but we are underwriting projects in I think just about every one of these markets right now with I would say four more beyond the four that are kind of in our next stage of review. So I think we’re really pleased about the pipeline.

Jimmy: Very good. I know you mentioned you have to head out to go see one of your deals in Nashville there. Do you need to head out now or do you have time for a couple of more questions?

Leo: If there’s more questions, we can answer a couple more.

Jimmy: Oh, we’ll do a couple more then. So yeah, we’ve got two more questions and then we’ll cut you loose. This question asks, are you concerned about these markets being overheated, i.e., an equity rush?

Jill: Well, I think, look, the reality is that there is such significant population growth in these markets and in the housing market for for-sale housing cannot accommodate all of the population growth. And so there’s significant demand for multifamily in these markets, and we’re specifically in the submarkets that we’re looking at. You know, we’re not making a market in Opportunity Zones, so meaning we’re not going to an emerging area where there’s no multifamily development and putting in a multifamily project. What we’re doing is we’re identifying with our development partners very well located submarkets in top tier cities that are in the path of population growth and that’s where we’re investing in. And so we’re seeing the significant rent growth in these markets as just a testament to the supply-demand fundamentals that there is significant demand because of the significant population growth. And it takes a while, you know, to get projects built to accommodate, you know, this population growth.

And so, you know, that’s what we’re seeing. And even, you know, you take, for example, the Denver market, we’ve been working on this deal for a while now. And even during COVID, we’ve found that the rents continued to grow just because there’s such population growth in this market.

Leo: And I think it also, Jimmy, goes back to I think what I said earlier about being very careful about the location, the project, the sponsor that we’re partnering with because there is a lot of, you know, construction going on in a big pipeline in most of these if not all these markets, right? So we’re being very careful to the why, you know, why this project, why this site, why this sponsor, and being conservative with Jill’s background on underwriting, we’re not accepting the sponsor’s model as gospel, right? We’re coming in, we have our own advisors, property management firm and other experts are helping us on our underwriting. And then we meet the local experts in each market. So we’re coming in fairly conservative. And then, you know, again, believing in that market’s upside, but we know it’s not gonna go crazy forever. So that’s why we’re being somewhat conservative on our growth assumptions.

Jill: And I would just add that, you know, this fund, we’re really seeking and we are identifying about four to six great deals and we’re not looking to…you know, we’re sizing the fund based on our firm belief that we can find four to six high-quality investments, rather than sizing a fund based on how much capital we think we can raise. And so we’re not looking to deploy and, you know, find 28 deals. What we’re really looking to do is find these curated high-quality investment opportunities, which we are. And so I think that would be, you know, one of the distinctions. And, you know, after we deploy the capital, we’ll see where we are in the market in our conviction on whether, you know, it’s an appropriate market to raise more capital and deploy more capital. And so that’s why for us, we’re very purposeful for the size of the fund because we are putting our own money into the fund as well and we’re putting, you know, our family’s money into the fund as well.

Leo: I was gonna kind of end with that, Jimmy, what Jill echoed is, you know, we’re investing in every one of these projects, right? So we have to believe and, of course, we’re not just aggregators and investing, you know, other people’s money. We’re investing our own money. I’ve invested in blind pool funds or in LP funds in the past myself and, you know, I don’t like blind pool funds, frankly. So that’s why we’re trying to be very purposeful on, you know, identifying as much as we can to seed the fund, but only execute on projects we believe in or we’ll slow down on the fundraise, frankly. So we’re excited. We have four projects ready to announce here very quickly and then we’ll be out in I think a little bit bigger ways talking to folks about the fundraise. But thank you again for having us. We really appreciate it.

Jimmy: No, that’s incredible. I love that you guys have skin of the game and your interests are aligned with the investors it sounds like. So, well, thank you for joining today and partnering with us on today’s event. Really appreciate it. I’ll let you guys get to your appointment there. I’ll escort you off the stage now. Thanks, again. Leo Backer, Jill Homan, always a pleasure to see both of you. Thank you.

Jill: Yeah. Thanks, Jimmy. Appreciate it.

Leo: Thanks, Jimmy. Thanks, everybody. Bye-bye.