TIDEROCK COMPANIES, INC.

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 (13 · 6 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 — Common shares issued and outstanding as of September 30, 2021The body/cover repeatedly states 45,614,218 common shares issued and outstanding as of the date of the Offering Circular, but the audited-period balance sheet and equity statements report 44,414,218 shares outstanding at September 30, 2021 — a ~1.2M-share discrepancy in the company's core share count.
• high
  Unfilled placeholder text — Offering price per share / SEC file numberCore economic and filing terms were shipped unfilled: the SEC file number is a blank ('024-______________') and the per-share offering price is an unresolved blank/bracketed range ('$_____[0.05-0.30]' and '$[0.05-$0.30]') rather than a fixed price, leaving the price to public and proceeds figures as bracketed ranges on the cover table.
• 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
  Defined-term defect — Series A Preferred StockThe only preferred class defined and used throughout the document is the 'Series C Convertible Preferred Stock,' yet the equity-notes bullets describing the voting and conversion terms repeatedly refer to 'Series A Preferred Stock,' and footnote (5) to the ownership table attributes the voting shares to 'the Series A Preferred Stock' — a wrong-term substitution creating ambiguity about which class carries the rights.
• low
  Numeric inconsistency — Percentage of Series C Preferred Stock owned by officers/directorsThe officers' aggregate ownership of the Series C Convertible Preferred Stock is stated as 92.85% in the summary, risk factors, and Description of Securities, but as 92.86% in the Security Ownership / Series C discussion — the same quantity given two different ways.
• low
  Spelling / typo — lowest traded riceThe convertible-note conversion terms (a money-relevant economic term) contain the typo 'lowest traded rice' — 'rice' should read 'price' — and the error recurs across multiple note rows.

DDQ readiness — 38% covered

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