For investors who want the details

Terms & risks.

A plain-English summary of the proposed terms. Final terms are set only by the limited partnership agreement and private placement memorandum.

Terms

Key Terms

Terms chosen to put investors first. Final terms are set by the limited partnership agreement.

8%

Preferred return

LPs receive an 8% preferred return before the GP receives any profit share.

80 / 20

Profit split

After the pref, profits are split 80% to LPs and 20% to the GP as carried interest.

1–2%

Management fee

Charged annually on invested capital (not committed capital), paid quarterly, and stepping down as capital is returned.

Structure

Deal-by-deal waterfall

For each deal: return of capital first, then the 8% pref, then the 80/20 split.

Protection

Clawback protection

A contractual clawback backed by escrowed / held-back carry (not a personal guarantee). If the fund ends below the pref, excess carry is recalled so LPs are made whole on the pref.

Capital

Capital calls

Called in chunks as deals are found, with 10–15 business days' notice and a cap of [$ amount placeholder] per call.

Liquidity

Per-deal distributions

When a property sells, LPs receive their capital back and their share of profits from that deal, without waiting for a quarterly batch.

How each deal's proceeds flow

Illustrative order of payment only — not a projection.

  1. STEP 1Return of capital100% to LPs until their invested capital in the deal is returned
  2. STEP 28% preferred return100% to LPs until the pref is paid
  3. STEP 3Profit splitRemaining profit from the deal

Risk

Risk Highlights

Every investment carries risk. Please read these carefully.

  • Illiquid, long-term investment. You should expect your capital to be tied up for years and have no ready way to sell your interest.
  • Possible loss of your entire investment. Only invest money you can afford to lose.
  • No assured returns or distributions. The 8% preferred return is a priority of payment, not a promise that any return will be paid.
  • First-time manager. The GP has no prior fund track record.
  • Real estate risks. Market conditions, interest rates, financing availability, tenants, and property condition can all hurt results.
  • Concentration risk. The fund may own a small number of properties, so one weak deal can have a large effect.
  • Limited transferability. Interests are restricted securities and cannot be freely resold or transferred.
  • Tax risks. You will receive a Schedule K-1, which may arrive late; consult your own tax advisor.
  • Conflicts of interest. The GP and its affiliates may have interests that differ from those of LPs.

This is a summary only. Complete risk factors are in the private placement memorandum (PPM).