Madre Tierra Mining Ltd.

Key economics

Preferred return

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Hurdle rate

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LP / GP split

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GP catch-up

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GP clawback

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GP commitment

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Diligence findings (18 · 5 high/critical)

• high
  DDQ 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.
• high
  DDQ 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.
• high
  DDQ gap: What is the LP/GP carried-interest split above the preferred return?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.
• high
  DDQ gap: What is the preferred return (hurdle) rate offered to LPs?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.
• high
  Numeric inconsistency — Warrant exercise period (24-month vs 18-month)The Warrant exercise period is stated as 24 months on the cover and throughout the body, but the financial-statement subsequent-events note states an 18-month exercise period for the same Warrants.
• medium
  DDQ 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.
• medium
  DDQ gap: Is there a GP catch-up, and at what rate?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.
• medium
  DDQ gap: What distribution-waterfall structure does the fund use?The offering documents don't answer a standard institutional DDQ question (Structure). An allocator will ask this directly — the GP should be ready with an answer.
• medium
  DDQ 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.
• medium
  Document-quality defect — Mining license number (ICQ-0800362X vs ICQ-080036X-Z1)The single mining concession is identified by two different license numbers in the document: 'ICQ-0800362X' in the property description and 'ICQ-080036X-Z1' in the narrative description of the business.
• medium
  Numeric inconsistency — New-investor post-Offering ownership (approximately 55% vs 45%)The Dilution narrative says new investors will own approximately 55% of Common Shares after the Offering, but the dilution capitalization table shows new investors at 45% (and existing shareholders at 55%) when 100% of Units are sold.
• medium
  Numeric inconsistency — Use of Proceeds 50% total ($24,150,000) vs Dilution table 50% funding level ($24,125,000)The 50%-sold scenario is presented as a $24,150,000 total in the Use of Proceeds table but as $24,125,000 in the Dilution funding-level table, two different figures for the same offering level.
• medium
  Unfilled placeholder text — Termination Date blank: [ (i) ________ __, 202__ ]The Termination Date on the cover page is an unfilled fill-in template token rather than a completed date, indicating the offering circular shipped unfinished.
• low
  Broken cross-reference — Exhibit 6.2The text directs the reader to Exhibit 6.2 for an English translation of the Commercialization Licence, but the Index to Exhibits lists 6.2 as the Broker-Dealer Services Agreement and lists the Commercialization License (translation) as Exhibit 6.6.
• low
  Document-quality defect — Principal place of business (Victoria, BC vs Toronto / Vancouver / Bucaramanga)The Summary and Corporate Information state the Company is headquartered in Victoria, British Columbia (with a Bogota operating office), but the Description of Business states its principal place of business is in Toronto, with corporate offices in Vancouver and technical operations in Bucaramanga.
• low
  Numeric inconsistency — Change-of-control USD conversion (CAD $162,000 = $128,250 vs $127,000; CAD $81,000 = $64,125 vs $63,500)The same CAD change-of-control and termination amounts are converted to different USD figures in the related-party narrative versus the financial-statement commitments note.
• info
  Spelling / typo — Auditor's report broken sentence: 'a net loss of during the period'The auditor's going-concern emphasis paragraph contains a broken sentence with a missing dollar amount: 'the Company has a net loss of during the period'.
• info
  Spelling / typo — Misspelled signatory name 'Robert Harrision'The CFO's surname is misspelled 'Harrision' in the signature block, whereas it is spelled 'Harrison' throughout the rest of the document.

DDQ readiness — 38% covered

5 answered · 0 partial · 8 gaps of 13 standard questions.