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Elevation Vero Beach SA, LLC

Sponsored by Vero Beach Manager, LLC·

Self-Storage Real Estate (Riverside Self Storage, Vero Beach, FL)· Equity· LLC · 4 classes· ● High· PPM v1· Updated 2mo ago
1 data note
Unusual structure
Run the numbers
Composite
54.6
Waterfalls score
Pref Return
8%
simple
LP Take (Base)
85.9%
at 1.75× exit
GP Commit
0.0%
0% (undisclosed)
Min Investment
$50K
ticket size
Offering Size
$12M
target raise

Analyst unlocks the benchmark overlay — median and vs-bucket delta on each KPI above.

Cascade · Distributions

Where each dollar goes

$875K
LP $752K · Fees $71K · GP $26K
Gross proceeds at exit
$875K
FFees to Manager
$71,250 · 8.1% of gross
taken before the waterfallGP $71K
T1Return of Capital
$500,000 · 57.1% of gross
uncapped — takes what remainsLP $500K
T2Preferred Return (8%)
$200,000 · 22.9% of gross
uncapped — takes what remainsLP $200K
T4Residual Split (50% / 25%)
$77,813 · 8.9% of gross
uncapped — takes what remainsLP $52K · GP $26K
Where it lands · of gross proceeds
LP $752K (85.9%)Fees $71K (8.1%)GP $26K (3.0%)$26K undistributed
Standard scenario · $500K equity · 5y hold · 1.75× exitRun your own cascade →
Class structure · 4 classes

How Elevation Vero Beach SA, LLC divides the cap table

The cascade above models the blended LP view. Click a class below to view per-class economics.

PPM Review

5/12 key terms · 4 flags

What this PPM costs, protects, and pays — every claim links to its source page. Missing items read “not stated,” never “no.”

Load at close
none found
no upfront fees
Recurring drag
~6.50%
per year, pre-split
LP share of next $
~57¢
at 1.75× base case
Key-term findability
5/12
located in the PPM
Needs attention
flagNo GP clawback
flagFees taken above the waterfallp.14
flagNo minimum raise — escrow can break on the first dollarp.9
flagDistributions may include a return of capital / offering proceedsp.10
cautionGP commitment not stated
Offering & eligibilityReg D 506(c) · accredited only
Eligibility
Accredited investors only506(c) permits general solicitation but requires the sponsor to verify your accredited status.
Structure
Reg D 506(c)3(c)(5) — real estateSold via broker-dealer
p.14The offering will be made in accordance with Rule 506(c) of Regulation D promulgated under the Securities Act by the SEC. The Company will not be registered as an investment company under the U.S. Investment Company Act of 1940, as amended, in reliance upon an exemption from registration pursuant to Section 3(c)(5)(C) or Section 3(c)(6) thereunder. The Company will offer the Units only to persons who are "accredited investors" within the meaning of Regulation D.
Where your dollar goesno fees located · GP commit n/s
Load at close
No upfront fees located
Recurring drag
~6.50% of your equity per year, before any profit split — comparable to an expense ratio.
LP share of next $
~57¢ of each additional dollar reaches the LP at the 1.75× base case.1.3×3.0×
Not stated
GP commitment
Protections & red flags3audit n/s · 2 off-market
Independent controls
Auditor Administrator CustodianSee providers →
Off-market (2)
  • No GP clawbackA clawback is the market norm
  • Fees taken above the waterfallLP-friendly deals subordinate fees to the prefp.14The Company will pay to the Manager a one-time fee (the "Management Fee") equal to 1.0% of the aggregate capital contributions of the Class A, Class B and Class C Members plus $350 for each investor who purchases Units.
  • GP commitment not statedGPs typically disclose their co-investment
Minimum raise
No minimum offering — proceeds available to the sponsor immediately
$12M maximump.9There will be no minimum number of Units required to be sold before the Manager may accept subscriptions.
Not stated
Audited financials
Cash flow & horizon1monthly distributions · hold n/s
Distribution policy
Targets distributions — MonthlyBegins Distributions will be paid to Class A Members beginning in the second full calendar month after the closing of the acquisition of the Property.Targeted, at manager's discretionDistributions are a target at the manager’s discretion — not a guarantee.May include a return of capital / offering proceeds — see quote.p.10The Company plans to make monthly distributions of net operating cash flow after expenses and reserves.
Capital stack
4 share classes — your class's priority in the money line depends on the waterfall.
Not stated
Hold / fund life
Governanceno LP removal
Removal & amendments
No LP right to remove the manager
The manager may amend the terms at its discretion
Reporting
Annual reporting only: after each fiscal year-end, each Member is furnished a statement of Company income/loss and an IRS Schedule K-1 showing amounts allocated to the Member, delivered 'as soon as reasonably practicable.' No fixed delivery date is promised; the memorandum warns Members may need to file tax extensions because the Schedule K-1 may not be issued in time to meet applicable due dates. Fiscal year is the calendar year.
Source
p.71Except as otherwise set forth in this Agreement, no Member shall have any right or power to take part in the management or control of the Company or its business and affairs, or to act for or bind the Company in any way, or have any voting rights of any kind.
Document quality5/12 findable · 120 pp
Key-term findability
5 of 12 key questions answered.
  • Preferred return
  • Profit split / promote
  • Distribution waterfall
  • Fee schedule
  • GP commitment
  • Audited financials
  • Distribution policy
  • Lock-up / liquidity
  • Fund life / hold
  • Leverage cap
  • Minimum investment
  • Conflicts / related-party
Structural complexity
LP classes: 4Cash pools: 3Max tier depth: 9Conditional branches: 1
More moving parts, not necessarily worse — takes longer to understand.
Document heft
120 pages

Fee-load figures are modeled estimates from extracted terms, not a guarantee. Peer context is shown to Analyst-tier members.

Deal diligence9 findings · worst critical

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 Elevation Vero Beach SA, LLC's extracted waterfall. Each is a deterministic test — the numbers shown are proven from the PPM, not estimated.

All Distributions tier 2 over-allocates: shares sum to 200%, not 100%

Critical
First, to the holders of Class A Units pro rata in proportion to their respective unpaid Class A Unit Preferred Returns, until they have received their full unpaid Class A Unit Preferred Returns
PPM p.1195% confidence

All Distributions tier 5 over-allocates: shares sum to 200%, not 100%

Critical
Second, to the holders of Class A Units and Class C Units pro rata in proportion to, and to the extent of, in the case of the Class A Unit holders, their unreturned capital contributions
PPM p.1195% confidence

Residual split allocates 75%, not 100% (LP 50% + GP 25%)

High
95% confidence

Disposition Fee (1%) 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.

Upon the sale of the Property, the Manager or an Affiliate of the Manager may receive a disposition fee equal to 1% of the sale price of the Property.
PPM p.1485% confidence

No clawback provision — promote paid is not trued-up to the LP at wind-down

Low

The fund pays the GP carried interest but has no clawback. If interim distributions over-pay promote relative to lifetime results, the LP cannot recover the difference. Common in real-estate funds, but worth confirming against the distribution timing.

80% 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 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 key-person provision?

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: 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.

79%
Coverage
15 answered0 partial4 gaps19 questions
Economics
  • What is the preferred return (hurdle) rate offered to LPs?Preferred return of 8%.Answered
  • What is the LP/GP carried-interest split above the preferred return?50% LP / 25% GP residual split.Answered
  • Is there a GP catch-up, and at what rate?No GP catch-up.Answered
  • Does the fund have a GP clawback provision?No clawback provision disclosed.Answered
  • What is the GP's capital commitment (skin in the game)?Gap
Structure
  • What distribution-waterfall structure does the fund use?Waterfall type: Tiered with stepped pref (5%-8%) for first 7 years; Class C 25% on residual; tiered class structure with Special Reserve mechanism.Answered
  • What is the fund's investment strategy / asset class?Equity · Self-Storage Real Estate (Riverside Self Storage, Vero Beach, FL)Answered
  • What is the fund's vintage year?Vintage 2023.Answered
  • What is the target offering size?Target offering of $12,000,000.Answered
  • What is the minimum LP investment?Minimum investment of $50,000.Answered
  • Are investor subscriptions protected by a minimum-offering escrow?No minimum offering — proceeds are available to the sponsor immediately.Answered
  • Is the securities-offering exemption and investor-eligibility standard disclosed?Offering exemption disclosed (accredited).Answered
Fees & Expenses
  • Is the fund's fee schedule disclosed (management fee, etc.)?5 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
  • Do investors have the right to remove the manager / general partner?The PPM states investors have NO right to remove the manager.Answered
  • Are material amendments to the operating agreement subject to investor consent?The manager may amend the terms at its sole discretion.Answered
  • Is there a key-person provision?Gap
Distributions
  • Is the fund's distribution policy disclosed?Distribution policy stated (monthly).Answered

Fee scheduletaken before LP distributions

Modeled load 14.2% of equity over a 5-yr base case
Fee
Trigger
Basis
Rate
One-time at Closing
Aggregate Capital Contributions
1.00%
Ongoing
Gross Revenues
5.00%
On improvements/repairs
Cost of Improvements
5.00%
At sale of Property
Sale Price
1.00%
Per-Investor Documentation Fee
At Closing
$350 per investor
0.00%

Service providers2 gaps

Legal Counsel
OK
Honigman LLP
Honigman LLP will act as counsel to the Manager and the Company in connection with the formation of the Company and the securities offered
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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