SEC Filing Record

Offering Amount

$104.6M

Strategy

PE

Exemption

3C

Date Filed

Jun 05, 2026

0001873418-26-000001

View on SEC EDGAR →

37A Read

The 3C exemption and three-GP structure indicate a manager operating without SEC registration, relying on the limited partner count exemption rather than 3A-7 fund-of-funds or parallel vehicle scaffolding; this is the manager's first EDGAR filing, meaning they are either newly formed or have operated entirely outside the EDGAR system until this June 2026 amendment, suggesting either a shift toward larger LP bases or a regulatory filing requirement trigger.

With no prior fund vintages on record, this GP team is establishing their inaugural vehicle in UK real estate; the three-person named partner count and single-fund approach signals a lean operating model focused on direct asset origination rather than a multi-strategy platform, typical of founder-led regional real estate operators building their first institutional capital raise.

Filing an amendment in June 2026 during mid-year LP commitment windows indicates the manager is either closing the fund or adjusting terms mid-raise; UK real estate was in a lending reset and portfolio repricing cycle through 2025–2026, and a mid-year amendment suggests either market-driven strategy recalibration or LP feedback forcing revision of ticket sizes, fees, or investment thesis.

Before committing, verify whether this amendment reflects a reduction in target size, a GP catch-up or co-investment carve-out, or changes to key-man protections for the three named partners—early-stage funds with no track record on EDGAR warrant scrutiny on whether the team has deployed capital at scale before and what happens if one GP departs.

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Principals

General Partners & Executives

Ian Rainbolt Katherine Richard Daniel Drum

Warwick UK Real Estate Fund I