For Investors · Returns

Three scenarios. One is base. Specific terms in the data room.

Investor-member units in the LCA earn a -compliant capped patronage return, with two redemption pathways. The Treasury IC convertibility event is the upside thesis; the cooperative is structured to be commercially viable without it.

Three scenarios in plain English

What investor-members own in each case

Base scenario

Capped patronage return only

Hold period runs its term. Coop-IC continues to issue under the cooperative's standalone economics. Investor-member capital earns the IRC § 1388 capital-subordination-compliant capped return out of LCA operating surplus — paid in the patronage-allocation cycle ahead of trust retention but behind patron-class allocations. Range: the data-room term sheet specifies the exact cap (e.g., a Subchapter-T-capped return in the X–Y% range, set per § 1388 capital-subordination compliance).

Upside scenario

1:1 par Treasury convertibility fires

The federal Innovation Credit program is authorized. Coop-IC units convert into Treasury-issued IC at par (face-value-for-face-value). Investor-member units participate in the upside via a defined waterfall. Bounded by the cooperative's commitment to be commercially viable on its own track — Treasury convertibility is the upside thesis, not the base case.

Downside scenario

Treasury bridge does not fire

The federal program does not arrive on the cooperative's timeline. The cooperative continues to operate on standalone economics. Investor floor is the cooperative's patronage cash flow plus the HAE-eligible Data Trust collateral. Secondary-market wrapper via the cooperative's tokenization partner provides the redemption pathway. Capped return continues to accrue.

What you are NOT buying

The bounded-Treasury caveat, explicit

A guarantee of Treasury IC convertibility. That is a roadmap commitment, not an operational feature. The cooperative is structured to be commercially viable on its own track — the patronage cash-flow plus HAE-eligible Data Trust collateral provides the floor. The Treasury bridge is the upside thesis.

The cooperative's commitment is to build to the federal-program specification from day one (audit standard, attachment via GS1 AI 8112, dual POS rails, regulated-stablecoin settlement, parametric-insurance wrap) so that 1:1 par convertibility is an operational consequence at authorization, not a financial promise. The Treasury action is outside the cooperative's control.

Term-sheet overview

The five line items

Hold period
Target term defined in the data room.
Fee structure
Management fee plus performance-linked component, both capped per Subchapter T capital-subordination compliance. Full schedule in the term sheet.
Patronage-return cap
Set per IRC § 1388 — the cap is what keeps the cooperative inside Sub T. Specific number in the term sheet.
Waterfall position
Patronage dividends paid first, then investor cap, then trust retention, then carry-forward.
Redemption windows
Defined in the data room. Two pathways: par-convertibility event (upside) and secondary-market wrapper (floor).

Returns numbers, cap percentages, fee schedules, and waterfall percentages are not published on the open site. The data room returns the term sheet under signed link with accredited-investor self-certification.

Specific terms in the data room

Light gate (name, firm, AUM bracket, accredited self-cert) returns the PPM-equivalent doc, capital stack diagram, term sheet, and counsel-of-record contact via signed link.

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