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Red Oak Capital Fund V, LLC

Sponsored by Red Oak Capital·

Unknown· LLC · 2 classes· ● Low· PPM v1· Updated 26d ago
2 data notes
Unusual structureUnscored: absolute lp take
Run the numbers
Composite
29.4
median 36 7
Pref Return
median 8.0% · Diversified Real Estate
LP Take (Base)
median 85.9% · Diversified Real Estate
GP Commit
0.0%
median 0.0% +0.0%
Min Investment
$10K
ticket size
Offering Size
$50M
target raise
Cascade · Distributions

Where each dollar goes

$875K
LP $823K · Fees $53K · GP $0
GROSS PROCEEDS$875KGPFFees to Manager$52,500 · 6.0% of grossLPT1Return of Capital$500,000 · 57.1% of grossLPGPT4Residual Split (100% / 0%) · 36.9%Limited Partners · $323KGeneral Partner · $0pool fully distributed
Standard scenario · $500K equity · 5y hold · 1.75× exitRun your own cascade →
Class structure · 2 classes· viewing as A R-Bonds

How Red Oak Capital Fund V, LLC divides the cap table

The cascade above is filtered to A R-Bonds. Reset to blended view.

Deal diligence18 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 Red Oak Capital Fund V, LLC's extracted waterfall. Each is a deterministic test — the numbers shown are proven from the PPM, not estimated.

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.

Our Manager will be paid a disposition fee of 1.00% of the proceeds received from the repayment of the principal amount of any of our debt investments or any other disposition of the underlying real estate.
PPM p.6385% 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.

Numeric inconsistency — O&O Fee dollar amount at maximum offering ($3,000,000 vs $1,000,000)

High

The cover-page fee footnote states the 2.00% O&O Fee equals $3,000,000 at the maximum offering, but every other reference (Risk Factors, Use of Proceeds table, Compensation table) puts it at $1,000,000; 2.00% of the $50,000,000 maximum is $1,000,000, so the $3,000,000 figure is wrong.

The table above does not include an organizational and offering fee, or O&O Fee of 2.00% of offering proceeds ($3,000,000 at the maximum offering amount) payable to our Manager. ||| our Manager will receive the O&O Fee of 2.00% of offering proceeds ($1,000,000 at the maximum offering amount), from which the Manager will pay organizational and offering expenses.
PPM p.295% confidence

Document-quality defect — Chief Executive Officer (two different individuals)

Medium

Two different people are identified as Chief Executive Officer: the Board of Managers / Executive Officers table lists Gary Bechtel as Chief Executive Officer, while Chip Cummings's biography describes him as Chief Executive Officer as well.

G ary Bechtel ... Chief Executive Officer* ... August 2020** ||| Chip Cummings is a founding partner, Chief Executive Officer and a member of the board of managers for our Sponsor.
PPM p.6285% confidence

Broken cross-reference — Plan of Distribution - Series A R-Bond Eligibility

Low

Cross-reference names a section 'Series A R-Bond Eligibility' that does not exist under that title; the corresponding section is actually headed 'Eligibility to Purchase A R-Bonds' (as correctly cited elsewhere in the document).

The A R-Bonds will be sold solely to certain purchasers, including those purchasing through a registered investment advisor. See 'Plan of Distribution - Series A R-Bond Eligibility.'
PPM p.3860% confidence

Defined-term defect — Kevin P. Kennedy's title (Chief Sales and Distribution Officer vs Chief Marketing Officer)

Low

Kevin P. Kennedy's title conflicts between the officer table, which calls him 'Chief Sales and Distribution Officer,' and his biography, which calls him 'Chief Marketing Officer.'

Kevin P. Kennedy ... Chief Sales and Distribution Officer* ||| Kevin P. Kennedy is Chief Marketing Officer and a member of the board of managers for our Sponsor.
PPM p.6285% confidence

Spelling / typo — not be later than after 120 days we receive

Low

Garbled word order in the death/disability/bankruptcy redemption timing ('shall not be later than after 120 days we receive'); the corrected version on page 56 reads 'shall not be later than 120 days after we receive.'

we will designate a date for the redemption of such Bonds, which date shall not be later than after 120 days we receive facts or certifications establishing to the reasonable satisfaction of the Company supporting the right to be redeemed.
PPM p.885% confidence

Spelling / typo — before` December 31, 2026 (stray backtick)

Info

Stray backtick character inserted into the Bondholder Redemption pricing sentence ('and before` December 31, 2026'); a shipped editing artifact that appears twice (cover summary page 7 and Description of Bonds page 57).

$900 plus any accrued but unpaid interest on the Bond if the notice is received on or after January 1, 2026 and before` December 31, 2026.
PPM p.790% confidence

Spelling / typo — COMMISION

Info

Misspelling of 'COMMISSION' in the bold, all-caps SEC legend on the cover-page disclosure.

THESE SECURITIES ARE OFFERED PURSUANT TO AN EXEMPTION FROM REGISTRATION WITH THE SEC; HOWEVER, THE COMMISION HAS NOT MADE AN INDEPENDENT DETERMINATION THAT THE SECURITIES OFFERED ARE EXEMPT FROM REGISTRATION.
PPM p.395% confidence

Spelling / typo — renewed for at the same interest rate

Info

Doubled prepositions ('renewed for at the same interest rate') break the cover-page maturity/renewal sentence; the parallel passages on pages 5 and 56 correctly read 'renewed at the same interest rate.'

the Bonds will be automatically renewed for at the same interest rate for an additional five years, unless redeemed upon maturity at our or your election.
PPM p.185% confidence

Spelling / typo — serves\ed

Info

Stray backslash and doubled tense ('serves\ed') in Gary Bechtel's biography; a shipped editing artifact.

Gary also serves\ed on Money360's Credit Committee and Board of Directors.
PPM p.6285% 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 distribution-waterfall structure does the fund use?

Medium

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.

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 answered0 partial8 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?Gap
  • What is the fund's investment strategy / asset class?UnknownAnswered
  • What is the fund's vintage year?Vintage 2015.Answered
  • What is the target offering size?Target offering of $50,000,000.Answered
  • What is the minimum LP investment?Minimum investment of $10,000.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

Fee scheduletaken before LP distributions

Total load 13.70%
Fee
Trigger
Basis
Rate
Selling Commission
Bond sale (A Bonds only)
Gross offering proceeds on the sale of A Bonds only; no selling commission on A R-Bonds
6.00%
Managing Broker-Dealer Fee
Bond sale
Gross proceeds of the offering (both A Bonds and A R-Bonds)
0.95%
Wholesaling Fee
Bond sale through certain selling group members
Gross proceeds from certain sales of the Bonds
1.00%
Nonaccountable Expense Reimbursement
Bond sale
Gross offering proceeds on the sale of A Bonds; up to 1% may also apply to A R-Bond sales
1.00%
Organization and Offering Fee (O&O Fee)
Offering proceeds raised
Gross offering proceeds; Manager retains any excess over actual O&O expenses as compensation
2.00%
Ongoing, annual
Outstanding principal amount of the Bonds, paid quarterly in advance
1.75%
Loan repayment or disposition of underlying real estate
Proceeds received from repayment of principal of any debt investment or other disposition of the underlying real estate
1.00%

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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