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My Racehorse CA LLC

Sponsored by Experiential Squared·

Unknown· LLC · 1 class· ● Low· PPM v1· Updated 26d ago
2 data notes
Unusual structureUnscored: absolute lp take
Run the numbers
Composite
7.0
median 35 28
Pref Return
LP Take (Base)
median 42.6% · Other / Specialty
GP Commit
0.0%
median 0.0% +0.0%
Min Investment
$54
ticket size
Offering Size
$8M
target raise
Cascade · Distributions

Where each dollar goes

$875K
LP $375K · Fees $500K · GP $0
GROSS PROCEEDS$875KGPFFees to Manager$500,000 · 57.1% of grossLPT1Return of Capital$375,000 · 42.9% of grosspool fully distributed
Standard scenario · $500K equity · 5y hold · 1.75× exitRun your own cascade →

Deal diligence13 findings · worst high

Automated checks across the fund's extracted PPM. Every finding is shown with the evidence it's based on — proven numbers or a verbatim quote and page.

Waterfall structure

Structural checks run against My Racehorse CA LLC's extracted waterfall. Each is a deterministic test — the numbers shown are proven from the PPM, not estimated.

GP earns a promote but no tier returns LP capital first

Medium

The waterfall pays the GP a promote/carry, yet none of the extracted tiers return the LP's contributed capital before that promote runs. Either the PPM omits a return-of-capital step or the extractor missed it — either way the distribution section is worth a read.

70% confidence

Management Performance Bonus (10%) is taken above the waterfall

Medium

A performance- or transaction-linked fee paid above the waterfall reaches the GP before the LP's distribution priorities run, eroding the pool the pref + return-of-capital draw from. Routine asset-management fees above the line are normal; a disposition/promote-flavored fee there is a leak worth pricing.

For the 'Management Performance Bonus, the Manager shall receive 10% of all Gross Proceeds from stakes races only.
PPM p.1485% confidence

Document quality

Drafting defects found in the PPM prose — numeric inconsistencies, broken cross-references, unfilled placeholders, and defined-term problems. Each is shown with the offending quote and its page.

Document-quality defect — Series Margarita Friday 19 — stray 'Bay' in series name

Low

The Use of Proceeds narrative for 'Series Margarita Friday 19' names the same offering two inconsistent ways within one sentence: 'Series Margarita Friday 19 Offering' and 'Series Margarita Friday Bay 19 Offering' — the stray 'Bay' appears nowhere else; the series is 'Margarita Friday 19' throughout the document.

We estimate that the gross proceeds of the Series Margarita Friday 19 Offering will be $332,000.00 and assumes the full amount of the Series Margarita Friday Bay 19 Offering is sold
PPM p.3978% confidence

Spelling / typo — Critical Accounting Policies — 'June 30, 20201'

Low

In the Critical Accounting Policies cross-reference to the financial statements, the financial-statement date is mistyped as 'June 30, 20201' — a malformed five-digit year that should read '2021'.

Please refer to 'Note 2 — Summary of Significant Accounting Policies' to our Unaudited Financial Statements for June 30, 20201 included herein for more discussion of our accounting policies and procedures.
PPM p.10992% confidence

Spelling / typo — Loss on horse retirement table heading — 'Loss On Hoss'

Info

The series-by-series table heading reads 'Loss On Hoss', a typo for 'Loss On Horse' (the surrounding narrative consistently refers to the 'loss on horse retirement').

Loss On Hoss
PPM p.7672% confidence

Spelling / typo — Series Ari the Adventurer 19 — 'Adventruer'

Info

A Series proper name is misspelled 'Ari the Adventruer 19' (transposed letters in 'Adventurer'); the correct spelling 'Ari the Adventurer 19' appears in the beneficial-ownership table and elsewhere in the document.

Ari the Adventruer 19
PPM p.6270% confidence

Diligence gaps

Questions a standard diligence questionnaire would ask that the PPM leaves unanswered.

DDQ gap: Does the fund engage an independent auditor?

High

The offering documents don't answer a standard institutional DDQ question (Governance). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: Does the fund have a GP clawback provision?

High

The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: What is the LP/GP carried-interest split above the preferred return?

High

The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: What is the preferred return (hurdle) rate offered to LPs?

High

The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: Does the fund use a third-party fund administrator?

Medium

The offering documents don't answer a standard institutional DDQ question (Governance). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: Is there a GP catch-up, and at what rate?

Medium

The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ gap: What is the GP's capital commitment (skin in the game)?

Medium

The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.

90% confidence

DDQ readiness

How much of a standard institutional due-diligence questionnaire this fund's offering documents answer out of the box. Gaps are questions an allocator will ask directly.

38%
Coverage
5 answered1 partial7 gaps13 questions
Economics
  • What is the preferred return (hurdle) rate offered to LPs?Gap
  • What is the LP/GP carried-interest split above the preferred return?Gap
  • Is there a GP catch-up, and at what rate?Gap
  • Does the fund have a GP clawback provision?Gap
  • What is the GP's capital commitment (skin in the game)?Gap
Structure
  • What distribution-waterfall structure does the fund use?2 distribution tier(s) extracted; structure type not classified.Partial
  • What is the fund's investment strategy / asset class?UnknownAnswered
  • What is the fund's vintage year?Vintage 2022.Answered
  • What is the target offering size?Target offering of $7,855,020.Answered
  • What is the minimum LP investment?Minimum investment of $54.Answered
Fees & Expenses
  • Is the fund's fee schedule disclosed (management fee, etc.)?8 fee line item(s) extracted from the offering documents.Answered
Governance
  • Does the fund engage an independent auditor?Gap
  • Does the fund use a third-party fund administrator?Gap

Fee scheduletaken before LP distributions

Total load 66.00%
Fee
Trigger
Basis
Rate
Management Performance Bonus
Stakes race winnings
10% of all Gross Proceeds from stakes races only — applies to future offerings in place of the Management Fee
10.00%
Brokerage Fee
Closing of each Series offering
1.0% of amount raised through each Offering (excludes Interests purchased by Manager, affiliates, or Horse Sellers)
1.00%
Due Diligence Fee
Closing of each Series offering
Up to 15% of gross offering proceeds per Series (existing offerings); covers due diligence, selection, and establishment of each Series
15.00%
Revenue events (race winnings, final sale) during Series lifecycle
10% of Gross Proceeds for that Series (including all race winnings and Final Sale Gross Proceeds) — applies to existing offerings; superseded by Management Performance Bonus and Final Gross Proceeds Fee for future offerings
10.00%
Final Gross Proceeds Fee (Depreciated Asset)
Sale of Underlying Asset (horse) at a loss vs. purchase price
5% of Final Sale Gross Proceeds if the Underlying Asset has depreciated (Gross Sale Price < Gross Purchase Price) — future offerings only
5.00%
Final Gross Proceeds Fee (Appreciated Asset)
Sale of Underlying Asset (horse) at a gain vs. purchase price
20% of Final Sale Gross Proceeds if the Underlying Asset has appreciated (Gross Sale Price > Gross Purchase Price) — future offerings only
20.00%
Bloodstock Agent Fee
Acquisition of Underlying Asset
Up to 5.0% of cost of the Underlying Asset if Manager performs bloodstock services; also up to 5% bloodstock agent fee included in Asset Cost if applicable
5.00%
Operating Expense Reserve
Ongoing during Series lifecycle
Flat dollar amount per Series (typically 20-45% of gross proceeds); covers boarding, training, transportation, insurance, veterinary and administrative costs
0.00%

Service providers3 gaps

Legal Counsel
Gap
Not disclosed
No independent counsel named for investors. Common in small syndications where Manager and Fund share counsel — reduces independence. Verify during diligence.
Auditor
Gap
Not disclosed
Audit intent not stated in PPM. Ask the sponsor: will the fund be audited, by whom, and on what frequency?
Fund Administrator
Gap
Not disclosed
No third-party fund administrator referenced. Manager likely handles admin internally — common for <$10M raises but reduces independence.
Placement Agent
OK
No placement agent engaged
No placement agent engaged. Direct placement by Manager — no placement fees eat your invested capital.

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