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Commonwealth Thoroughbreds LLC

Sponsored by Commonwealth Markets Inc.·

Unknown· LLC · 2 classes· ● Low· PPM v1· Updated 26d ago
1 data note▶
Unusual structure
Run the numbers
Composite
11.7
median 35 −24
Pref Returnⓘ
—
—
LP Take (Base)ⓘ
14.3%
median 42.6% −28.3%
GP Commitⓘ
0.0%
median 0.0% +0.0%
Min Investment
$50
ticket size
Offering Size
$314K
target raise
Cascade · Distributions

Where each dollar goes

$875K
LP $125K · Fees $750K · GP $0
GROSS PROCEEDS$875KGPFFees to Manager$750,000 · 85.7% of grossLPT1Return of Capital$125,000 · 14.3% of grosspool fully distributed
Standard scenario · $500K equity · 5y hold · 1.75× exitRun your own cascade →
Class structure · 2 classes· viewing as Series A1 Units

How Commonwealth Thoroughbreds LLC divides the cap table

The cascade above is filtered to Series A1 Units. Reset to blended view.

Deal diligence15 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.

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.

Numeric inconsistency — Series Kissed by Fire ownership interest percentage

High

The Company's ownership interest in Kissed by Fire is stated three different ways: 14.13% on the cover page, 12.5% in the Offering Summary, and 11.77% in the financial statement notes — all purporting to describe the same post-closing interest from the same 2,098-Unit closing.

“Series Kissed by Fire issued 2,098 Units and acquired an 14.13% interest in Kissed by Fire. [page 2] ... Series Kissed By Fire currently owns a 12.5% interest in Kissed By Fire. [page 8] ... Series Kissed by Fire issued 2,098 Units and acquired an 11.77% interest in Kissed by Fire. [page 143]”
PPM p.297% confidence

Spelling / typo — f at the conclusion

Low

Broken/garbled word at the start of a sentence — 'f at the conclusion' instead of a complete word, rendering the sentence unintelligible.

“However, f at the conclusion of the Series Offering it has not been fully subscribed”
PPM p.6495% confidence

Spelling / typo — preform

Low

'preform' used instead of 'perform' in a substantive sentence about administrative functions.

“Neither party has the sole and exclusive right to preform administrative functions”
PPM p.4597% confidence

Spelling / typo — accompanyiIg

Info

'accompanyiIg' (garbled capitalization mid-word) instead of 'accompanying' in a financial statement reference line.

“See accompanyiIg report of independent auditors”
PPM p.12598% confidence

Spelling / typo — calender

Info

'calender' used instead of 'calendar' in the tax note describing the Series' tax year.

“The Series use a calender year end date for tax filings.”
PPM p.13797% confidence

Spelling / typo — Compnay

Info

'Compnay' is a transposition typo for 'Company' in the notes to financial statements.

“During the year ended June 30, 2023, the Compnay had”
PPM p.14399% confidence

Spelling / typo — Ghandharvi

Info

'Ghandharvi' appears as a misspelling of 'Gandharvi', the co-owner name used consistently elsewhere in the document.

“Margaux Farm is not affiliated with our co-owner, Ghandharvi.”
PPM p.5985% confidence

Spelling / typo — Thororoughbreds

Info

Fund name misspelled as 'Thororoughbreds' (extra 'ro') in the financial statements header.

“Commonwealth Thororoughbreds LLC has included additional consolidated financial statements”
PPM p.12298% 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?3 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 2023.Answered
  • What is the target offering size?Target offering of $314,400.Answered
  • What is the minimum LP investment?Minimum investment of $50.Answered
Fees & Expenses
  • Is the fund's fee schedule disclosed (management fee, etc.)?7 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
Generate IC memo →

Fee scheduletaken before LP distributions

Total load 49.00%
Fee
Trigger
Basis
Rate
Brokerage Fee
At each offering closing
1% of amount raised through each Offering (excluding Units purchased by Manager or affiliates)
1.00%
Sourcing Fee
At Series closing
Up to 15% of the purchase price of the Series Asset (Thoroughbred acquisition cost), paid from offering proceeds at closing
15.00%
Organizational Fee
At each offering closing
3% of offering proceeds received from each series offering, to reimburse Manager for legal, accounting and compliance expenses
3.00%
Training Management Fee
As training expenses are incurred post-closing
10% of the amount of reserves for training expenses and working capital contingencies for each Series Offering, payable from offering proceeds at time training expenses are incurred
10.00%
Racing Management Fee
When racing purses are released by the track
10% of net racing winnings (after customary track withholdings). Increases to 20% once aggregate distributions to unit holders equal the offering proceeds received by the Series
10.00%
Post-Racing Management Fee
After Thoroughbred retires from racing, at each distribution to unit holders
10% of Series Revenue (from asset sale activities) after retirement from racing, paid quarterly at time of distributions to unit holders. Increases to 20% once aggregate distributions to unit holders equal offering proceeds received by the Series
10.00%
Dalmore One-Time Consulting Fee
Upon SEC qualification and FINRA no-objection
One-time flat fee of $20,000 upon issuance of FINRA no-objection letter and SEC qualification
0.00%

Service providers3 gaps

Provider network →
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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