Effective Date: August 19, 2025 | Last Updated: March 18, 2026
IMPORTANT: READ THIS DISCLOSURE STATEMENT IN ITS ENTIRETY BEFORE ACCESSING ANY MATERIALS, SERVICES, OR INFORMATION PROVIDED BY CORREA PUBLIC INVESTMENTS LLC OR CORREA ALONSO ASSET MANAGEMENT LLC.
Correa Public Investments LLC (the "Company" or the "Fund") is a Delaware limited liability company organized and operated as a manager-managed private investment fund pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. The Fund is managed by Correa Alonso Asset Management LLC ("CAAM" or the "Manager"), a Delaware limited liability company under the sole control and direction of Christopher Correa, Managing Partner.
The Company maintains its principal place of business in the State of Washington. The Company's registered agent for service of process is located in the State of Delaware. All correspondence and inquiries should be directed to ask@correafunds.com or 206-430-3325.
2.1. The Company is not registered as an investment company under the Investment Company Act of 1940, as amended (the "1940 Act"), in reliance upon the exemption from registration provided by Section 3(c)(1) thereof (15 U.S.C. § 80a-3(c)(1)), which limits the Fund to no more than one hundred (100) beneficial owners and prohibits any public offering of its securities.
2.2. The Manager is not registered as an investment adviser with the U.S. Securities and Exchange Commission (the "SEC") under the Investment Advisers Act of 1940, as amended (the "Advisers Act"), in reliance upon the private fund adviser exemption set forth in Section 203(m) thereof (15 U.S.C. § 80b-3(m)), which exempts advisers acting solely as adviser to qualifying private funds with aggregate assets under management in the United States below $150,000,000.
2.3. Notwithstanding the foregoing registration exemptions, the Manager remains subject to and bound by the anti-fraud provisions of Section 206 of the Advisers Act (15 U.S.C. § 80b-6) and Section 10(b) of the Securities Exchange Act of 1934, as amended (15 U.S.C. § 78j(b)), including Rule 10b-5 promulgated thereunder (17 C.F.R. § 240.10b-5).
2.4. The Manager does not currently maintain any state-level investment adviser registration. The Manager may rely upon applicable state-level exemptions from investment adviser registration requirements in each jurisdiction in which it conducts advisory activities.
3.1. The membership interests in the Company (the "Interests") have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), nor have they been registered, qualified, or approved under the securities laws of any state or other jurisdiction. Neither the SEC nor any state securities commission or other regulatory authority has approved or disapproved of these securities, or passed upon the accuracy or adequacy of any offering document or disclosure made in connection herewith. Any representation to the contrary is a criminal offense.
3.2. The Interests are offered and sold exclusively in reliance upon the private placement exemptions provided by Regulation D promulgated under the Securities Act, specifically Rule 506(b) (17 C.F.R. § 230.506(b)) and Rule 506(c) (17 C.F.R. § 230.506(c)). Under Rule 506(b), the Company does not engage in any form of general solicitation or general advertising. Under Rule 506(c), the Manager takes reasonable steps to verify that all purchasers qualify as accredited investors as defined in Rule 501(a) of Regulation D.
3.3. The Interests constitute "restricted securities" as defined under Rule 144 promulgated under the Securities Act (17 C.F.R. § 230.144). No public trading market exists for the Interests, and none is expected to develop. The Interests may not be offered, sold, assigned, transferred, pledged, hypothecated, or otherwise disposed of except in compliance with applicable federal and state securities laws and with the prior written consent of the Manager.
3.4. The Company has filed, or will timely file, a Form D notice of exempt offering of securities with the SEC pursuant to Regulation D, and will make all applicable state notice filings required under the securities laws of relevant jurisdictions ("Blue Sky" filings).
4.1. Access to non-public investment materials—including but not limited to the Confidential Private Placement Memorandum (the "PPM"), the Subscription Agreement, investor portal content, account statements, portfolio reports, research memoranda, and investor correspondence—is strictly restricted to persons who qualify as "accredited investors" as defined in Rule 501(a) of Regulation D (17 C.F.R. § 230.501(a)), or to such other persons as the Manager may specifically authorize in writing.
4.2. Pursuant to Rule 506(c), the Manager is required to take reasonable steps to verify the accredited investor status of each purchaser. Acceptable verification methods include, but are not limited to, review of federal income tax returns (IRS Forms 1040), W-2 wage and tax statements, brokerage and bank account statements, consumer credit reports, or a written confirmation letter from a registered broker-dealer, SEC-registered investment adviser, licensed attorney, or certified public accountant.
4.3. Any person who does not satisfy the applicable accredited investor qualification standards is prohibited from accessing non-public investment materials and may not submit subscription documents to the Company.
5.1. No communication, material, or information provided by the Company, the Manager, or any of their respective officers, members, employees, agents, or affiliates—whether disseminated through the Company's website (correafunds.com), the investor portal, investor correspondence, research memoranda, investment letters, account statements, or any other medium—shall constitute or be construed as investment advice, legal advice, tax advice, regulatory guidance, accounting advice, or a personal recommendation of any kind.
5.2. The Company and the Manager expressly disclaim any fiduciary duty, advisory relationship, or duty of care to any prospective investor prior to such investor's formal admission as a Member of the Fund. The Manager does not act as a fiduciary, adviser, or agent to any prospective investor or person considering an investment in the Company.
5.3. All investment decisions are made solely at the independent discretion and risk of the investor. Each prospective and current investor bears sole responsibility for evaluating the legal, tax, financial, and regulatory consequences of an investment in the Company as applicable to such investor's particular circumstances.
5.4. The Manager strongly recommends that each prospective and current investor engage and retain qualified, independent legal counsel, tax advisors, certified public accountants, and financial advisors prior to making any investment decision and on a continuing basis throughout the duration of such investor's participation in the Fund.
5.5. No person has been authorized by the Company or the Manager to provide any information or make any representation concerning the Company or the offering of Interests other than as set forth in the PPM, the Operating Agreement, and the Subscription Agreement. Any information or representation not contained in such documents may not be relied upon as having been authorized by the Company or the Manager.
6.1. Past performance is not indicative of future results. Any historical performance data referenced by the Manager pertains to prior investment activity conducted by Christopher Correa in a personal or family-account capacity and should not be considered representative of the Fund's prospective performance. Material differences exist between such prior activity and the Fund's operations, including but not limited to portfolio scale, investment universe, fee structure, operational complexity, regulatory obligations, and investor redemption dynamics.
6.2. The Fund is newly organized and has no audited financial track record. No audited performance history, drawdown analysis, or risk-adjusted return data is available against which prospective investors may evaluate the Manager's capabilities or the Fund's expected risk profile.
6.3. No representation or warranty, express or implied, is made that the Fund will achieve its stated investment objectives, generate positive returns, or that any investor will receive a return of or on their invested capital.
7.1. Certain materials provided by the Company or the Manager may contain forward-looking statements, projections, estimates, targets, and other statements concerning anticipated future events, financial performance, market conditions, economic trends, and the Company's investment strategy. Such statements reflect the Manager's current beliefs and assumptions based on information available at the time of their preparation and are not guarantees of future performance.
7.2. Forward-looking statements are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, many of which are beyond the Manager's control and are difficult to predict. Actual results, outcomes, and experience may differ materially from those expressed, implied, or projected in any forward-looking statement.
7.3. The Manager disclaims any obligation to update, revise, or supplement any forward-looking statement, whether as a result of new information, future developments, changed circumstances, or otherwise, except as may be required by applicable law.
An investment in the Company is speculative, involves a high degree of risk, and is suitable only for persons of adequate financial means who have no need for liquidity in their investment portfolio and who can bear the risk of a complete loss of their invested capital. The following summary of material risks is illustrative and not exhaustive. Prospective investors must carefully review the complete "Risk Factors" section of the PPM prior to making any investment decision.
8.1. Equity Market Risk. The Fund invests primarily or exclusively in publicly traded equity securities. Equity markets are subject to significant volatility and may experience substantial and prolonged declines driven by macroeconomic deterioration, inflationary or deflationary pressures, changes in central bank monetary policy, geopolitical instability, pandemics, sovereign debt crises, or adverse shifts in investor sentiment. The Fund does not hedge its equity market exposure and will bear losses commensurate with, or potentially in excess of, broad market declines.
8.2. Concentration Risk. The Fund maintains a concentrated portfolio typically comprising 10 to 25 positions. The performance of any single holding may have a disproportionate impact on aggregate Fund returns. Individual positions may represent 5% to 15% of Fund net asset value at cost. Permanent capital impairment in any material position could result in a significant and potentially irreversible decline in overall Fund performance.
8.3. Illiquidity of Interests. The Interests are illiquid and subject to substantial transfer restrictions. Each capital contribution is subject to a twelve (12) month initial lock-up period. Following expiration of the lock-up period, redemptions are permitted only at quarterly intervals (March 31, June 30, September 30, and December 31) upon no fewer than thirty (30) calendar days' prior written notice. The Manager reserves the right to impose redemption gates, pro-rata reductions, or to suspend redemptions entirely during periods of market dislocation, portfolio illiquidity, or operational disruption. Members should assume that invested capital will be committed for the medium to long term.
8.4. No Leverage, Hedging, or Short Selling. The Fund does not employ leverage, margin borrowing, credit facilities, short selling, options, futures, swaps, or any other derivative instruments. The Fund is unable to profit from declines in securities prices and has no ability to offset portfolio losses through hedging strategies. In declining markets, the Fund's net asset value will decrease in proportion to, or potentially more severely than, broad equity indices due to its concentrated investment approach.
8.5. Key Person Risk. All material investment decisions are made by Christopher Correa, Managing Partner. The Fund's investment process, analytical methodology, proprietary valuation framework, and investor relationships are inextricably linked to Mr. Correa's continued active involvement. The Fund does not maintain a formal succession plan and has not designated a successor portfolio manager. The death, disability, incapacity, departure, or prolonged unavailability of Mr. Correa could materially and adversely affect the Fund's operations, investment performance, and the continuity of investor relationships.
8.6. No Operating History. The Fund is newly organized and has no established track record. There is no audited performance history, no demonstrated capacity for managing drawdowns in a fund structure, and no prior experience managing pooled third-party capital. Prospective investors cannot rely upon historical performance data to evaluate the Fund's investment approach or the Manager's operational capabilities.
8.7. Valuation Risk. The Manager's investment decisions are predicated upon proprietary estimates of intrinsic value derived from multi-scenario discounted cash flow models, qualitative business assessments, and other analytical frameworks. These estimates require the exercise of substantial judgment and are inherently uncertain. The Manager's intrinsic value estimates may prove to be materially incorrect, and market prices may fail to converge toward the Manager's assessed values within the relevant investment horizon.
8.8. Competitive Moat Erosion. The Manager's investment thesis for each portfolio holding depends, in part, upon the durability of such company's competitive advantages. Competitive moats may erode or collapse due to technological disruption, regulatory intervention, management malfeasance or error, shifts in macroeconomic conditions, new market entrants, or gradual commoditization of products or services. Moat deterioration can permanently impair a portfolio company's earnings power and result in substantial loss of invested capital.
8.9. Interest Rate and Inflation Risk. Rising interest rates increase the discount rate applied to future cash flows, thereby reducing the present value of businesses with extended earnings duration. Elevated inflation may erode real investment returns and compress corporate profit margins. The Fund's emphasis on long-duration equity positions may render it more sensitive to changes in discount rates and inflation expectations than shorter-duration investment strategies.
8.10. Geopolitical Risk. Armed conflicts, trade disputes, economic sanctions regimes, political instability, acts of terrorism, and other geopolitical events may cause sudden and severe disruptions to global equity markets, supply chains, and macroeconomic conditions. Such risks are inherently unpredictable in timing, magnitude, and duration.
8.11. Regulatory and Legislative Risk. Changes in federal or state securities laws, tax legislation, or regulatory requirements could increase the Fund's operating costs, restrict investment flexibility, or reduce the structural advantages of the Fund's current organization. Loss of the Regulation D exemption or the Section 3(c)(1) exemption under the 1940 Act could necessitate restructuring, registration, or dissolution of the Fund.
8.12. Cybersecurity and Operational Risk. The Fund relies upon technology infrastructure and systems operated by the Manager, Interactive Brokers LLC, and various third-party service providers. Any system failure, service interruption, data breach, or cybersecurity incident could result in operational disruption, financial loss, regulatory inquiry, or unauthorized disclosure of confidential investor information.
9.1. Management Fee. The Manager is entitled to receive a management fee of 2.0% per annum of the Fund's net asset value, calculated and accrued on a monthly basis (approximately 0.1667% per month) or quarterly basis (0.50% per quarter), payable in arrears at each quarter-end. The management fee is prorated for any partial periods and is charged irrespective of Fund performance. This fee compensates the Manager for portfolio management, investment research, and the day-to-day administration of Fund operations.
9.2. Performance Allocation. The Manager is entitled to a performance allocation equal to 20% of net profits attributable to each Member's capital account for each fiscal year, subject to a perpetual high-water mark. The performance allocation is calculated and charged annually at fiscal year-end and on a pro-rata basis upon any mid-year redemption. No hurdle rate or preferred return applies. The high-water mark ensures that the Manager earns a performance allocation only on cumulative net new profits exceeding each Member's highest prior net asset value per unit.
9.3. Fund-Level Expenses. The Fund bears all direct operating expenses, including but not limited to: brokerage commissions and trade execution costs (Interactive Brokers LLC); custodial fees; legal and compliance fees; accounting and audit fees (when an independent audit is engaged); tax return preparation and Schedule K-1 distribution costs; regulatory filing fees (Form D and state "Blue Sky" notices); independent fund administrator fees (if appointed); insurance premiums (directors' and officers' liability, errors and omissions coverage); and foreign withholding taxes on non-U.S. dividend income.
9.4. No Sales Charges. The Fund does not impose subscription fees, front-end or back-end sales loads, placement agent commissions, or standard redemption charges on investors' capital. Any placement agent compensation, if incurred, is borne exclusively by the Manager from its own management fee revenue.
9.5. Breakeven Threshold. The Fund must generate gross portfolio returns of approximately 2.0% to 2.5% per annum to achieve breakeven for investors after deduction of the management fee and estimated Fund-level operating expenses, exclusive of any performance allocation. In a fiscal year in which the Fund generates 0% gross returns, investors will experience a net loss of approximately 2.0% to 2.5% attributable to management fees and operating expenses.
10.1. All portfolio securities and cash assets of the Company are maintained in a segregated custody account at Interactive Brokers LLC ("Interactive Brokers"), a broker-dealer registered with the SEC and a member firm of the Securities Investor Protection Corporation ("SIPC") and the Financial Industry Regulatory Authority ("FINRA").
10.2. SIPC provides protection of up to $500,000 per customer account (inclusive of up to $250,000 for uninvested cash balances), subject to SIPC rules and limitations. SIPC protection applies solely to the custodial function and does not protect against declines in the market value of portfolio securities.
10.3. Interactive Brokers maintains supplemental private insurance coverage in excess of SIPC limits. Such supplemental coverage is subject to aggregate limits and exclusions and may not provide complete protection under all circumstances.
11.1. The Company has elected to be treated as a partnership for U.S. federal income tax purposes and does not pay entity-level income tax. Each Member is required to include in such Member's individual federal income tax return their distributive share of the Fund's income, gains, losses, deductions, and credits for each taxable year, regardless of whether any cash distributions have been or will be made by the Fund.
11.2. Members may incur income tax liabilities attributable to their share of Fund income in taxable years in which no cash distributions are made. Each Member should maintain sufficient personal liquidity to satisfy any resulting tax obligations from sources independent of the Fund.
11.3. The Fund will furnish IRS Schedule K-1 (Form 1065) to each Member annually, with a target delivery date of March 15 following the close of the applicable taxable year.
11.4. Members may be subject to state and local income taxation in addition to federal obligations. Non-U.S. persons investing in the Fund may be subject to distinct U.S. withholding tax obligations and reporting requirements under the Foreign Account Tax Compliance Act ("FATCA") and applicable intergovernmental agreements.
11.5. The foregoing summary is provided for general informational purposes only and does not constitute tax advice. Each investor must consult their own qualified, independent tax advisor regarding the specific federal, state, local, and non-U.S. tax consequences applicable to their individual circumstances and investment in the Fund.
12.1. Time and Resource Allocation. The Manager and its key personnel are not precluded from engaging in other professional or business activities, including the management of separately managed accounts, advisory mandates, or other investment vehicles. Such activities may compete for the time, attention, and resources of the Manager's principals.
12.2. Personal and Proprietary Trading. The Manager's principals and affiliated persons may invest in, hold, acquire, or dispose of the same securities in which the Fund invests. The Manager maintains a written personal trading policy and compliance procedures designed to ensure that personal transactions do not disadvantage the Fund or its Members.
12.3. Fee-Related Conflicts. The asset-based management fee creates an inherent incentive for the Manager to prioritize the growth of assets under management over investment performance. The profit-based performance allocation creates an incentive to assume greater portfolio risk. The perpetual high-water mark mechanism mitigates, but does not eliminate, these conflicts.
12.4. Side Letter Arrangements. The Manager reserves the right to enter into supplemental agreements or side letters with certain investors granting preferential economic terms, transparency rights, or other accommodations. By subscribing to the Fund, each Member acknowledges and consents to the existence of such arrangements.
12.5. Valuation Conflicts. The Manager's concurrent role as both investment manager and valuation agent for the Fund's portfolio creates an inherent conflict of interest. The Manager commits to applying consistent, transparent, and industry-standard valuation methodologies and to disclosing its valuation policies to Members upon request.
Correa Public Investments LLC
Correa Alonso Asset Management LLC
Attention: Christopher Correa, Managing Partner
Email: ask@correafunds.com
Phone: 206-430-3325
Web: correafunds.com
This Disclosure Statement is confidential and proprietary to Correa Public Investments LLC and Correa Alonso Asset Management LLC. Unauthorized reproduction, distribution, or disclosure of this document, in whole or in part, is strictly prohibited.
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