Investment Committee Memo · Waterfalls
Cottonwood Multifamily Opportunity Fund, Inc.
Cottonwood Capital Advisors · Residential RE · Debt · Vintage 2017
24
Waterfalls composite LP-favorability score (0–100)
30
LP take (absolute)
45
Pref quality
0
Fee drag
15
GP alignment
20
Timing risk
Key economics
- Preferred return
- 9%
- Hurdle rate
- —
- LP / GP split
- 50% / 50%
- GP catch-up
- Yes
- GP clawback
- —
- GP commitment
- —
Diligence findings (7 · 3 high/critical)
- highDDQ gap: Does the fund engage an independent auditor?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.
- highDDQ gap: Does the fund have a GP clawback provision?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.
- highFull (100%) GP catch-up to a 50% carryA 100%-rate catch-up routes every post-pref dollar to the GP until it has caught up to its full carry, before the LP sees any split. Combined with a high carry this materially front-loads GP economics. A graduated (e.g. 50/50) catch-up would keep the LP in the cash flow during the tier.
- mediumA 9% preferred return is stated but no waterfall tier pays itKey economics declare a preferred return, yet none of the extracted distribution tiers reference a pref/hurdle or carry a threshold rate. A pref that lives only in the summary — not the distribution mechanics — may not be contractually enforceable.
- mediumDDQ gap: Does the fund use a third-party fund administrator?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.
- mediumDDQ gap: What is the GP's capital commitment (skin in the game)?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.
- lowWaterfall splits to the GP with no explicit return-of-capital tierA residual GP split is present but no extracted tier returns the LP's contributed capital first. This is often an extraction nuance rather than a structural hole, but worth confirming against the distribution section.
DDQ readiness — 62% covered
8 answered · 1 partial · 4 gaps of 13 standard questions.