Mortgage Note Investing: 3 Proven Frameworks a $50M Fund Manager Uses to Build Unstoppable Cashflow


Mortgage note investing may be the most overlooked cashflow strategy in alternative assets, and a $50M fund manager just laid out exactly how it works.

Ryan Miller — Mortgage Note Investing — Making Billions Podcast
Ryan Miller BSc., MFin. | Host, Making Billions Podcast | LinkedIn
Disclaimer: This content is for informational and educational purposes only. Nothing in this article constitutes financial, legal, or investment advice. Always consult a qualified professional before making investment decisions. For full details, visit making-billions.com/disclaimer/.

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1 Mortgage Note Investing: 3 Proven Frameworks a $50M Fund Manager Uses to Build Unstoppable Cashflow

Key Takeaways on Mortgage Note Investing

  • Understand how mortgage note investing at a discount can create long-duration cashflow streams when structured around loan modifications and re-performing assets.
  • Discover why Martin Saenz identifies operator due diligence as the single most important risk factor when evaluating any private fund, including whether the operator has personal capital at stake in mortgage note investing.
  • Learn how capital preservation, not return chasing, forms the second pillar of Martin’s three-part framework for evaluating mortgage note investing opportunities.
  • Explore how accredited investors earning over $200,000 annually often carry near-zero passive income, and why mortgage note investing is positioned to address that gap.
  • Consider how daily dollar-cost averaging into passive income vehicles, including mortgage note investing, can compound cashflow into a self-reinforcing capital system.

How Mortgage Note Investing Became a $50M Business

Mortgage note investing was not Martin Saenz’s first chapter, but it was the one that changed everything. Before founding Bequest Funds, Saenz spent years running a museum exhibit display company that won contracts with the Pentagon and federal agencies across the Department of Defense. The business nearly broke him, with payroll crises and late-Friday checks that arrived just in time to keep the lights on.

After selling that government contracting company in 2013, Saenz made a deliberate decision: he wanted income that came with less stress and more purpose. Mortgage note investing entered his life two months after that exit, when he attended a local real estate investor group and encountered a note investor for the first time. According to Saenz, that encounter changed the trajectory of his financial career.

Mortgage note investing gave Saenz a structure where he could generate cashflow while simultaneously helping distressed homeowners avoid foreclosure. That dual-purpose mission, investor return and community benefit, became the philosophical foundation of everything he built, including the $50 million Bequest Funds income fund he operates today alongside his business partner.

The Four Phases of Mortgage Note Investing Martin Mastered Before Raising Capital

The 4 Phases of Mortgage Note Investing
PHASE 1 — Sourcing & Acquisition
Identify and purchase distressed mortgages at 30–40 cents on the dollar
PHASE 2 — Due Diligence
Assess asset quality, title, homeowner situation, and loan terms
PHASE 3 — Asset Management
Execute loan modification; work compassionately with homeowner to re-perform
PHASE 4 — Portfolio Management
Season re-performing loans 12–24 months; acquire into income fund at 11–12% yield

Framework: Martin Saenz, Bequest Funds

Mortgage note investing, as Saenz explains in this episode, is not a single act but a four-phase operational system. Before he raised a dollar of outside capital, Saenz executed every phase himself, building fluency in each stage of the process. Those four phases are sourcing and acquisition, due diligence, asset management, and portfolio management.

Saenz credits this hands-on approach with giving him the systems, the judgment, and the credibility to eventually bring on outside investors. Mortgage note investing rewards operators who understand the full chain of custody for an asset, from distressed purchase through loan modification to re-performing status. Without that operational understanding, Saenz argues, a fund manager cannot responsibly manage investor capital in this space.

According to Saenz, he no longer performs any of those four phases directly, as he now raises capital for a living. But the depth of experience he built across all four phases of mortgage note investing is what made Bequest Funds possible. As the SEC has noted in its guidance on private real estate funds, operational transparency and clear asset management frameworks are foundational expectations for fund managers seeking investor capital.

How Bequest Funds Sources and Structures Mortgage Note Investing Deals

Mortgage note investing at Bequest Funds begins with distressed assets, specifically mortgages where homeowners have not made payments in years. According to Saenz, the private mortgage company he and his business partner operate acquires these mortgages at approximately 30 to 40 cents on the dollar. That discount is the foundation of the economic structure that follows.

Once a distressed mortgage is acquired, the team works with the homeowner to produce a loan modification at par. Saenz describes this process as compassionate in orientation, with the goal of keeping families in their homes rather than pursuing foreclosure. From a mortgage note investing standpoint, a successful modification transforms a non-performing asset into a performing one with a defined monthly cashflow stream.

After the modified mortgage has seasoned over 12 to 24 months, with the homeowner making consistent on-time payments, Bequest Funds acquires that re-performing mortgage into its income fund at an 11 to 12 percent yield. That yield is the engine behind the monthly distributions paid to fund investors. Investopedia’s overview of mortgage structures provides additional context on how mortgage payment streams are constructed and why loan performance history affects asset valuation.

The 3 Risk Factors Martin Uses to Evaluate Any Mortgage Note Investing Opportunity

Martin Saenz’s 3-Factor Due Diligence Framework
Factor What to Evaluate Key Question
① Operator Character, background checks (criminal & civil), daily operations, performance metrics Has the operator invested their own capital alongside investors?
② Capital Preservation Deep asset class knowledge, interest rate sensitivity, homeowner credit behavior, regional dynamics Do you understand the internal and external risks of the asset class?
③ Cashflow Income frequency, distribution structure, alignment with investor financial objectives Does the cashflow match your retirement income target and timeline?

Framework: Martin Saenz, Bequest Funds

Mortgage note investing, like any private market strategy, requires a disciplined evaluation framework. Saenz distills his approach into three specific risk factors that he recommends any investor consider before committing capital to any private fund, not just Bequest Funds. These three factors, presented here as educational information, form the core of his due diligence philosophy.

The first risk factor in mortgage note investing evaluation is the operator. Saenz emphasizes background checks, both criminal and civil, as a starting point for assessing character and integrity. He also stresses the importance of understanding how the operator runs daily operations, what performance metrics they track, and critically, whether the operator has personally invested their own capital alongside investors. According to Saenz, any fund manager who cannot answer that last question clearly is a red flag in mortgage note investing or any other strategy.

The second risk factor is capital preservation, which Saenz frames as a deep understanding of the asset class itself. Mortgage note investing has specific internal and external risk factors, including interest rate sensitivity, homeowner credit behavior, and regional real estate dynamics. Saenz believes investors who take the time to become students of the asset class are far better positioned than those chasing returns without that foundational knowledge.

The third risk factor is cashflow: does the investment produce income that matches the investor’s financial objectives, and how frequently is it distributed? The SEC’s investor guidance on private placements reinforces the importance of all three of these evaluation dimensions.

How the Bequest Funds Structure Works for Mortgage Note Investing Investors

Mortgage note investing through Bequest Funds is structured around two preferred return tiers that Saenz outlines in this episode as part of his income fund offering. Investors who commit capital for a longer time horizon receive an 8 percent annual preferred return, while those in a different commitment structure receive 9 percent annually, with monthly distribution payments in both cases. This tiered structure is a common feature of private equity and real estate income funds, and understanding how it interacts with the underlying asset yield is central to evaluating any mortgage note investing opportunity.

The spread between the 11 to 12 percent yield Bequest Funds acquires re-performing mortgages at and the 8 to 9 percent preferred return paid to investors represents the fund’s operational margin, according to Saenz. That margin funds management operations, sourcing activity, and the private mortgage company that acquires and seasons the underlying distressed assets before they enter the income fund. Mortgage note investing at this level of structure requires a clear separation between the operating entity and the fund vehicle, and Saenz describes exactly how that two-entity architecture functions in his business.

The monthly distribution cadence is not incidental to the mortgage note investing thesis at Bequest Funds, it is the core value proposition. Saenz built the entire fund around the premise that his investor base needs monthly cashflow, not quarterly or annual distributions, because their retirement planning math depends on it. The SEC’s guidance on private fund structures provides educational context on how fund managers are expected to disclose distribution mechanics, fee structures, and conflicts of interest to prospective investors in any mortgage note investing or alternative income fund.

Who Invests in Mortgage Note Investing Funds and Why

Mortgage note investing as a passive income strategy has a specific ideal investor profile, according to Saenz. His primary audience at Bequest Funds is the successful entrepreneur or seasoned real estate investor who has spent years working hard for their money and is now looking to shift toward a more passive income posture. These are accredited investors who understand what it takes to build wealth actively but are ready for a different phase.

Saenz references a striking statistic in this episode: 36 percent of individuals earning over $200,000 per year live paycheck to paycheck. He encounters these high-income earners regularly, and what he finds consistently is that many of them carry close to zero in monthly passive income despite their earnings. Mortgage note investing, in Saenz’s framing, addresses this structural gap by providing predictable monthly distributions without requiring active management by the investor.

The math Saenz walks through with prospective investors illustrates the urgency. Someone who is 10 to 20 years from retirement and needs $20,000 to $30,000 per month to maintain their standard of living needs a concrete plan, not a hope-based strategy. Mortgage note investing structured around monthly cashflow distributions is presented by Saenz as one framework for building toward that income target over time. Bloomberg has reported extensively on the financial fragility of high-income households and the growing demand for passive income structures among that demographic.

Why Operator Skin in the Game Is Non-Negotiable in Mortgage Note Investing

Mortgage note investing due diligence, according to Saenz, begins and ends with one question about the operator: have they personally invested their own capital in the same fund they are asking you to invest in? Saenz treats this question as a threshold issue, not one factor among many, but a binary that determines whether further evaluation is even warranted. An operator who has not personally committed capital alongside investors is, in his view, a fundamental red flag regardless of how compelling the mortgage note investing strategy may appear on paper.

Saenz and his business partner invest their own capital in Bequest Funds, a point he raises not as a marketing claim but as a structural alignment principle. When an operator’s personal financial outcomes are tied to the same asset performance as investors, the incentive structure is fundamentally different from one where the operator earns fees regardless of fund performance. Mortgage note investing, like any private market strategy, carries execution risk that is best mitigated by ensuring the operator bears real consequences if the assets underperform.

This principle extends beyond background checks into a broader philosophical framework that Saenz applies across all private fund evaluation, according to this episode. Understanding how an operator makes decisions under pressure, what metrics they monitor internally, and whether their team has the operational depth to manage assets through market disruptions are all components of the operator risk assessment he recommends. Forbes has documented how manager alignment and personal capital commitment consistently rank among the top due diligence priorities for institutional and accredited investors evaluating mortgage note investing and other private fund strategies.

How Martin Compounds Mortgage Note Investing Cashflow Into a Self-Reinforcing System

Mortgage note investing generates monthly distributions, and Saenz uses those distributions as the raw material for a daily compounding strategy. He describes a practice of dollar-cost averaging on a daily basis, rolling passive income from mortgage note investing directly into additional passive income purchases. This creates what he calls a chain of passive income links, with each distribution cycle feeding the next investment rather than sitting idle.

Saenz also diverts a portion of his daily cashflow into precious metals and other stores of value as part of his broader capital allocation discipline. Mortgage note investing sits at the center of this system as the primary cashflow engine, but Saenz is deliberate about diversifying the downstream deployment of those distributions. Discipline, he emphasizes, is the word that makes it work.

The broader principle behind Saenz’s cashflow compounding system is one that any fund manager or investor can consider as a conceptual framework: passive income is most powerful when it is immediately redeployed rather than consumed. Mortgage note investing, with its monthly distribution cadence, is particularly suited to this kind of systematic reinvestment approach. Harvard Business Review has explored the behavioral economics of passive income systems and why consistent reinvestment frameworks outperform irregular allocation strategies over long time horizons.

Building a Retirement-Ready Passive Income Plan Around Mortgage Note Investing

Saenz’s Cashflow Compounding System
STEP 1 — Living Financial Statement
Track active income vs. passive income weekly; identify the gap between current passive income and retirement target ($20K–$30K/mo)
STEP 2 — Deploy Capital Into Mortgage Note Fund
Commit accredited investor capital; receive 8–9% annual preferred return in monthly distributions
STEP 3 — Daily Dollar-Cost Averaging
Immediately redeploy monthly distributions into additional passive income vehicles rather than consuming them
STEP 4 — Self-Reinforcing Cashflow Chain
Each reinvestment cycle generates additional distributions, compounding passive income toward retirement target

Framework: Martin Saenz, Bequest Funds

Mortgage note investing, as Saenz frames it in this episode, is most powerful when it is part of a deliberate income replacement plan rather than an isolated allocation decision. The investors he works with most often are those who have done the math and identified a specific monthly income target they need to sustain their lifestyle in retirement, typically in the range of $20,000 to $30,000 per month. Starting from zero passive income and building toward that target within a defined time horizon requires a systematic approach, and mortgage note investing is one component of the framework Saenz uses to structure that conversation.

The living financial statement Saenz advocates for is the first tool in that planning process, according to this episode. By tracking active income and passive income side by side on a document reviewed weekly, investors can see clearly how far their current passive income falls short of their retirement income target. Mortgage note investing contributes to closing that gap through monthly distributions, but Saenz emphasizes that the discipline of measurement must precede any investment decision.

Saenz offers a personal financial statement template to anyone who contacts him directly, and his 25-person team uses the same tool internally as a management instrument. Mortgage note investing without that foundational clarity is, in his view, no better than guessing, and guessing is the behavior that leaves high-income earners running paycheck to paycheck despite their earnings. Investopedia’s overview of personal financial statements explains how tracking net worth, cashflow, and passive income streams on a structured document functions as a critical planning baseline for anyone pursuing a mortgage note investing or alternative income strategy.

What Martin Wishes He Knew Before Starting in Mortgage Note Investing

Mortgage note investing rewards patience, and Saenz is candid about the fact that the early years of his career were driven by accumulation for its own sake rather than purposeful strategy. He describes a period before mortgage note investing where he lacked humility and was focused primarily on material outcomes. The sale of his government contracting company, the stress that came with it, and a personal spiritual shift all preceded his entry into mortgage note investing, and shaped how he approaches it today.

The advice Saenz offers to investors and fund managers alike centers on taking control back. In mortgage note investing and any alternative asset strategy, he argues that delegating all financial decisions to a wealth manager or Wall Street institution without personal understanding is a form of risk in itself. His recommendation is to become a student of whatever asset class you intend to invest in, read books from thought leaders, understand the mechanics, and only then evaluate operators and cashflow potential.

Saenz also emphasizes the importance of a living financial statement, a real-time document reviewed weekly that tracks passive and active income side by side. He offers a financial statement template to anyone who emails him, and he notes that his 25-person team uses this same tool internally. Mortgage note investing begins with knowing where you stand financially, and that discipline of measurement is what Saenz credits as the foundation of everything he has built. The Wall Street Journal has outlined how personal financial statements function as a critical planning tool for serious investors and entrepreneurs.

What the Bequest Funds Journey Reveals About Scaling a Mortgage Note Investing Business

Mortgage note investing at scale requires a transition that Saenz describes as one of the most counterintuitive moves a note investor can make: stepping away from the operational phases you mastered and becoming a capital raiser. Saenz spent years executing all four phases of mortgage note investing himself, sourcing, due diligence, asset management, and portfolio management, and that depth of experience gave him the credibility and systems to eventually hand those functions to his team. But the act of stepping back from operations and focusing on capital raising is what transformed a profitable practice into a $50 million fund.

The partnership Saenz formed with his business partner, who first encountered him through the book “Note Investing Made Easier” in 2017, is itself a product of the knowledge-sharing philosophy he built into his mortgage note investing career from the beginning. By publishing frameworks, mentoring practitioners, and executing deals transparently, Saenz created the conditions for a business partnership that eventually became Bequest Funds, formalized in 2019. The lesson, as he presents it in this episode, is that generosity with knowledge accelerates the kind of relationship-building that serious capital formation requires.

Saenz’s broader message for fund managers and investors alike is that mortgage note investing rewards those who commit to becoming genuine students of the asset class before attempting to scale. The combination of operational fluency, disciplined due diligence, and a cashflow-first philosophy is what distinguishes managers who build durable income funds from those who raise capital without the infrastructure to sustain it. Harvard Business Review has examined how operators who build deep domain expertise before scaling consistently outperform those who prioritize growth over foundational competence, a principle that applies directly to mortgage note investing and the alternative asset management industry at large.


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About the Guest

Martin Saenz is the founder and CEO of Bequest Funds, a $50 million real estate income fund that acquires re-performing mortgages and distributes monthly cashflow to accredited investors. He is also the author of “Note Investing Made Easier,” an Amazon bestseller that outlines the four-phase framework he developed through years of self-capitalized mortgage note investing before launching his fund. Martin can be reached directly at martin@bqfunds.com.

Prior to founding Bequest Funds, Saenz built and sold a government contracting company that secured prime contracts with federal agencies including the Pentagon, which he sold in 2013. He holds an MBA and has channeled his entrepreneurial experience into building a mortgage note investing operation that now employs a 25-person team. Saenz’s approach to mortgage note investing is documented in his published books and available to anyone seeking to enter the space as an active or passive investor.

Questions Answered in This Article

How does a mortgage note fund generate consistent monthly cashflow for investors?

A mortgage note fund generates monthly cashflow by purchasing re-performing mortgages that produce regular homeowner payments, which are then distributed to investors. Bequest Funds buys these seasoned mortgages at yields of 11 to 12 percent and passes a preferred return of 8 or 9 percent annually to investors in monthly distributions. This structure allows accredited investors to receive predictable monthly passive income without the active management demands of direct property ownership.

What returns can investors expect from a 506c mortgage income fund?

Investors in Bequest Funds can expect either a 9 percent or 8 percent annual preferred return paid on a monthly basis, depending on the length of their capital commitment. The fund sources mortgages at yields of 11 to 12 percent, which provides sufficient spread to cover investor distributions and fund operations. These returns are grounded in the underlying mortgage payments made by homeowners on re-performing loans.

How did Bequest Funds scale to 50 million in assets under management?

Bequest Funds grew out of a separately managed mortgage company that Martin Saenz and his business partner built to approximately 35 million in assets under management using their own capital. After readers of Saenz’s books expressed interest in passive exposure to mortgage note investing without operating a business themselves, the partners launched Bequest Funds in 2019 to serve that accredited investor demand. The fund’s growth to 50 million reflects years of operational infrastructure built across sourcing, due diligence, asset management, and portfolio management.

What is the difference between buying mortgages and owning rental properties?

Owning rental properties requires ongoing attention to property management, capital expenditures, tenant relations, and direct mortgage applications, making the income stream more active than most investors anticipate. Buying mortgages through a fund places the investor in the position of a lender rather than a landlord, collecting monthly payments without managing physical assets. Martin Saenz specifically built Bequest Funds to address this gap for entrepreneurs and real estate investors who had already experienced the demands of landlording and sought a more passive income structure.

How do fund managers source discounted mortgage notes at scale?

Bequest Funds sources mortgage notes by first acquiring defaulted loans through its affiliated mortgage company at discounts of approximately 30 to 40 cents on the dollar. The team then works with homeowners to produce loan modifications that bring those mortgages back to performing status, a process Martin Saenz describes as prioritizing compassionate homeowner engagement over foreclosure. Once loans have seasoned with on-time payments over 12 to 24 months, the income fund acquires those re-performing mortgages at yields that support investor distributions.

Can a mortgage note fund reliably pay 9 percent annual returns monthly?

Bequest Funds targets a 9 percent annual preferred return paid monthly, supported by an underlying portfolio of re-performing mortgages acquired at yields of 11 to 12 percent. The spread between the portfolio yield and the investor preferred return provides a buffer that supports consistent monthly distributions. The reliability of those payments depends on the continued performance of homeowners who have already demonstrated a return to on-time payment behavior before the fund acquires their loans.

What due diligence should institutional investors perform on mortgage note funds?

Martin Saenz recommends that investors evaluate three core risk factors before committing capital to any private fund. The first is a thorough assessment of the operator, including both criminal and civil background checks, past performance history, and the operational metrics the manager uses to run the fund. Character, integrity, and demonstrated systems matter as much as projected returns when evaluating who will be responsible for managing investor capital.

How does a Reg D 506c fund structure protect accredited investor capital?

Bequest Funds operates as an income fund structured to accept capital exclusively from accredited investors, consistent with Reg D 506c requirements that permit general solicitation while restricting participation to verified accredited investors. The fund’s underlying assets are re-performing mortgages purchased at a discount, which means the portfolio carries a built-in margin of safety between acquisition cost and the outstanding loan balance. Saenz emphasizes that the fund invests its own capital alongside investor capital, aligning manager and investor interests within the same structure.

Topics Covered in This Article

  • Mortgage note investing as a cashflow strategy for accredited investors and fund managers
  • How Bequest Funds acquires distressed mortgages at a discount and creates re-performing assets through loan modification
  • The four phases of mortgage note investing: sourcing, due diligence, asset management, and portfolio management
  • Martin Saenz’s three risk factors for evaluating any private fund opportunity
  • Operator due diligence in mortgage note investing including background checks and personal capital commitment
  • Capital preservation as the second pillar of mortgage note investing evaluation
  • How mortgage note investing monthly distributions can be systematically reinvested through daily dollar-cost averaging
  • The passive income gap facing high-income earners earning over $200,000 annually
  • Mortgage note investing fund structure: 8 percent and 9 percent annual preferred returns with monthly distributions
  • How Martin Saenz built a $50 million income fund from a self-capitalized mortgage note investing practice