Series A
Beauty & Wellness Portfolio
A focused U.S. private placement acquiring established beauty and wellness salons in the Las Vegas metropolitan area. Two investor classes. Four commitment tiers. Quarterly income with equity participation at exit.
Regulation S private placement · Qualified non-U.S. professional investors only
Offering structure
Series A acquires a diversified portfolio of established service salons — hair, nails, skincare, wellness, tanning, waxing — with verifiable multi-year operating histories, established client bases, and proven cash flow. The Manager applies a proprietary 60/40 Membership Architecture to convert acquired businesses from transactional models to recurring-revenue membership businesses, materially improving EBITDA quality and positioning the portfolio for a private equity exit at institutional valuation multiples.
3-Year Fixed Income Class
Quarterly Priority APR distributions throughout the mandate period. Return of Net Capital Account at Year 3 maturity. No profit share participation. Designed for investors seeking predictable quarterly income with defined capital return at a shorter horizon.
5-Year Equity Participation Class
Quarterly Priority APR distributions plus full participation in the profit share waterfall at exit. 8% preferred return hurdle. Manager catch-up. 70/30 Member/Manager split above hurdle. Designed for investors seeking quarterly income combined with meaningful equity upside at Year 5.
Four commitment levels
All economic terms are locked at the time of subscription and cannot be modified for existing Members. Higher commitment levels receive enhanced economic terms across all dimensions — lower onboarding fees, higher Priority APR rates, and (for 5-Year Class Diamond and Platinum tiers) additional profit share enhancements funded from the Manager's carry.
| Tier | Subscription range | 3-Year net APR | 5-Year net APR | Onboarding fee |
|---|---|---|---|---|
| Diamond | $250,000+ | 5.547% | 5.920% | 5.250% |
| Platinum | $100,000 — $249,999 | 5.187% | 5.560% | 5.500% |
| Gold | $50,000 — $99,999 | 4.927% | 5.300% | 5.750% |
| Silver | $25,000 — $49,999 | 4.707% | 5.080% | 6.000% |
All APR rates shown are net of the 2.375% Annual Stewardship Fee. Priority APR is paid quarterly and is senior to all Manager profit participation. Minimum subscription: $25,000 USD. Increments above minimum: $10,000 USD.
Profit share and exit waterfall
At exit (Year 5 portfolio sale, refinancing, or Series B rollover), net proceeds are distributed through a structured waterfall designed to prioritize Member returns before the Manager earns any carry:
Step 1. Return of all Member Net Capital Accounts in full.
Step 2. 8.000% Preferred Return Hurdle — compounded annually on each Member's NCA over the mandate period.
Step 3. Manager Catch-Up — Manager receives proceeds until its share reaches 30.000% of cumulative distributions above Step 1.
Step 4. 70/30 Split — remaining proceeds split 70.000% to Members, 30.000% to Manager. Diamond and Platinum 5-Year Members receive Tier Enhancements (+5.000% and +2.500% respectively) from the Manager's 30.000% share.
3-Year Fixed Income Class Members receive return of NCA from the dedicated reserve facility at mandate maturity and do not participate in the profit share waterfall. The profit share waterfall applies exclusively to 5-Year Equity Participation Class Members.
Dedicated reserve architecture
Facility C — Member Capital Return Reserve
Seeded by the Manager and funded from quarterly Net Portfolio Income contributions. Invested in U.S. Treasury securities qualifying for the IRC §871(h) portfolio interest exemption for non-U.S. investors. Dedicated to funding capital returns at mandate maturity.
Facility D — Operating APR Backstop
Seeded by the Manager and funded from quarterly Net Portfolio Income contributions. Covers quarterly Priority APR distributions during periods of temporarily insufficient portfolio income. Includes a replenishment premium to incentivize self-sufficiency.
Beauty & wellness — a defensively positioned consumer sector
The U.S. beauty and personal care services industry generates over $100 billion in annual revenue with consistent year-over-year growth driven by non-discretionary personal care demand. The sector is highly fragmented — over 80% of salons are independently owned — creating a deep acquisition pipeline at favourable valuations.
Las Vegas, Nevada — the Company's target market — combines population growth significantly above the national average, a business-friendly tax environment with no state income tax, and a tourism-driven economy that generates year-round demand for personal care services beyond the resident population.
Request the complete documentation package
The Private Placement Memorandum, financial model, and complete diligence package are distributed under separate confidentiality agreement. To request access, contact the European distribution team or submit an inquiry through the contact page.
The complete subscription process typically takes 2-4 weeks from NDA execution through subscription acceptance.