Fairway America Fund VIIQP, LP

Open-Ended Fund

Focused on the U.S. Middle Market

Diversified & Flexible

Opportunistic Fund with Broad Investment Mandate

Investment Options
Distribution Period1
Payment Rate
Management Fees
Tax Document
100% of net distributable cash flow, after management fee and other Fund expenses
50% redemption requests after 2 years, remainder one year later3
Subordinate to Note holders
2% of AUM
Schedule K-1
Rates vary by term2. See latest rate schedule for details.
Terms (1 year, 2 years, 3 years)
Senior to Equity
1 Quarterly distributions are not guaranteed and are subject to performance of the Fund, including the payment of certain Fund Expenses, the Management Fee to the General Partner, and interest to Note Holders.
2 The fixed rate of interest is determined by our Note Schedule, which is periodically updated according to current market conditions. Although our debt offering is senior to our equity offering, interest payments are not guaranteed.
3 Redemptions subject to Manager’s discretion and other limitations

The Fund’s acquisition objectives4 are:

  • Adhere to Fairway America’s value investing thesis by acquiring assets at attractive prices to provide the possibility of attractive risk-adjusted returns.
  • Invest in primary, secondary, and tertiary markets across the U.S in what we believe to be high-growth, high-demand submarkets.
  • Source cash-flowing and value-add assets intended to generate both real-time cash flow and capital appreciation over time.
4 No assurance can be given that these objectives will be attained or that the Fund’s capital will not decrease.

Mechanics & Investment Options

  • Anticipated quarterly payments to investors, subject to Fund performance
  • Fund pricing established quarterly through Net Asset Valuation process
  • Redemption features allow investors to request redemption after a lock-up period

Limited Partners may receive:1

  • 100% of distributable cash flow at the fund level in excess of the annual management fee and other Fund expenses
  • Potential depreciation and loss tax benefits associated with investing in real estate

Noteholders may receive:2

  • Interest from a fixed rate one, two, or three-year term
  • Rates vary by term. See latest rate schedule for details.
  • Interest paid monthly
  • Notes are secured by the assets of the Fund and are senior to the equity


Asset Type:
Equity Focus With Some Debt Investments

Geographic Area:

Equity Lock-up Period:
3 Years

Management Fee:

Why Invest in Fund VIIQP?

Fund VIIQP is an open-ended diversified private real estate fund. The Fund’s broad investment mandate allows it to invest across various asset and strategy types, capitalizing on opportunities across market conditions while attempting to hedge risk through the acquisition of many different assets.

  • Income types – Fund VIIQP offers investors a combination of the potential for real-time realized income, long-term capital appreciation, and tax benefits associated with investing in private real estate, providing investors with what we believe to be competitive risk-adjusted returns relative to other asset classes
  • Fund VIIQP invests in primary, secondary, and tertiary markets across the U.S. in what we believe to be high-growth, high-demand submarkets
  • Investor and Manager Alignment: Fairway receives a portion of the profits generated by many of the assets in which the Fund invests, which serves to incentivize performance, thus aligning investor and manager interests at the Fund level.
  • Private Equity Real Estate investments are intended to be structured in a tax-efficient manner that may allow some investors to reduce taxable income through depreciation and loss generated at the asset level.5
  • Potential inflation hedge
  • Low correlation to equity markets
5 Nothing on this page is meant to be tax or investment advice. Please consult with your investment, legal, and tax professionals to determine tax implications of this investment for your individual situation.

Investment Offering Documents & Reports

Offering-Related Documents

LP Subscription Booklet – Click to Download

Private Placement Memorandum – Click to Download

Note Holder Subscription Booklet – Click to Download

Compliance Documents

Operations & Controls Procedures – Click to Download

Fairway Privacy Policy & Notice – Click to Download

2023 Fairway Disclosure Brochure – Click to Download

Fairway Proxy Voting-Class Action Policy Notice – Click to Download

2023 Fairway master Disclosure Letter – Click to Download

Investment Risks

This offering is speculative and involves substantial risks. Many of the primary risks of an investment in the Fund are described in more detail in the Fund’s Private Placement Memorandum, which each potential investor should carefully review with their independent legal and financial advisors.  Without limitation, some of the key risks involved in investing in the Fund include the general risks of investing in private real estate, illiquidity, lack of diversification, complete loss of capital, default risk, and the risk that the Fund’s investments may not achieve their objectives, as well as the following:

Investment Selection

The success of the Fund’s investment strategy will depend on the management, skill, and acumen of not only the Fund’s GP, but also third-party management of the various opportunities in which the Fund invests. Investors will have no opportunity to select or evaluate in advance any of the Fund’s investments or strategies.

Limited Control Over Sponsors

The Fund itself will have limited control over and insight into the activities of the sponsors with which it invests. The sponsors may make poor investment decisions, actively defraud the Fund and other investors, charge fees that reduce the benefits of a particular investment, and take any number of other actions that could damage the value of the Fund’s investments. The Fund’s ability to accurately evaluate and monitor sponsors’ activities is necessarily limited by the nature of investing in deals and funds managed by others. The Fund may also have a limited ability to redeem or otherwise recover its investments, resulting in a loss of some or all of the Fund’s investments.

Determination of Unit Prices for the Fund

The purchase price of the Units issued by the Fund do not necessarily reflect current market value for the assets proposed to be acquired. The Unit Prices have not been determined at arm’s length and no valuation or appraisal of the potential business has been prepared. In addition, as a result of the Fund’s subscription process, the actual Unit Price an Investor will pay for each Unit will usually not be known at the time the Investor commits to make an investment. Thus, each Investor will be committing to make an investment in an asset, the price of which is unknown at the time of the commitment to make such a purchase, and the actual price paid for Units may be higher than the Investor anticipates.

Availability of and Ability to Acquire Suitable Investments

While the GP believes that many attractive investments of the type in which the Fund may invest are currently available and can be identified, there can be no assurance that such investments will continue to be available, or that available investments will meet the Fund’s investment criteria. Furthermore, the Fund may be unable to find a sufficient number of attractive investment opportunities to meet its investment objectives.

This description of risks is not intended to be comprehensive. Please consider the more complete description of risks outlined in the Fund’s formal offering documents, including the Private Placement Memorandum, before investing.


Securities offered through North Capital Private Securities, member FINRA/SIPC. North Capital has been appointed as a placement agent for the offering of these securities and will receive transaction fees based upon the successful placement of equity securities for the Fund. NCPS will pay a portion of this amount to Fairway America Capital Markets Group, LLC (“CMG”), an affiliate of Fairway America, as reimbursement for cumulative salaries and direct expenses paid by CMG to registered representatives who are involved in capital raising activities for the Fund.

An investment in the Fund involves significant risks.  It is only appropriate for qualified, sophisticated investors that are able to bear the economic risk of a complete loss of their investment in the Fund.  Please review the more extensive description of risks outlined in the Fund’s formal offering documents, including the Private Placement Memorandum, before investing.