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For the Partnership Index Introduction Disclaimer The Basics Business of the Parnership Thorougbred Racing and Breeding Promotional and Supplemental Literature Access to Information Key Points of the Partnership Glossary |
The
Basics A general summary (i.e. “The Basics, et al”) of the Partnership characteristics, principles, and rules follow. A more detailed explanation is written in the “Terms of the Partnership Agreement”. The following summary does not purport to be complete (but it is a heck of a lot easier to read), and is qualified in its entirety by reference to the “Terms of the Partnership Agreement” attached as an Exhibit to this Memorandum. Each new Partnership will be formed based upon Interests sold in each "Offering" presented on the Mojo Racing Partners website. A minimum of number Interests (a.k.a. "subscriptions") will be "spelled out" in the Terms of the Partnership. If the minimum number of Interests are not received, then the Partnership will not proceed and any funds received from the subscribers will be returned in full. The subscription price (to be determined by the Managing Partner prior to each Offering) per Interest is payable in U.S. Dollars, and upon receipt of the subscription payment, the Investor becomes a Partner. All payments must be received on or before the deadline designated by the Managing Partner for the particular Partnership Group. Interests may be purchased only by individuals, and such individual purchasers must hold or be eligible (but not necessarily required) to hold a valid owners license for Thoroughbred racing in all racing jurisdictions within the United States and Canada. Mexico would’ve been included, but everybody knows you don’t need no stinking license south of the border. A Thoroughbred yearling, two-year-old in training, and/or claimer will be acquired for each Partnership after the minimum number of subscriptions have been sold. (Pedigrees, bloodlines, favorite snacks, and other information concerning the Thoroughbred will be provided as Supplemental Information in this Memorandum’s Exhibits section.) After the acquisition and a time designated by the Managing Partner, the Thoroughbred will begin its schooling for the track. Whether and when it is introduced to the regimen of training will depend on its individual characteristics, temperament, ability, health, and progress. It is possible that a potential runner would be better served by further maturation and strengthening before the rigorous training process begins. Like all yearlings, the Partnership’s Thoroughbred will become a two-year-old (no matter its birth month) on January 1. There can be no assurance that the Partnership’s Thoroughbred will race. The Partnership’s Thoroughbred is expected to be sufficient enough to warrant a test of the track, and should begin its racing career as a two-year old. The racing career of the Thoroughbred will be primarily managed by the trainers selected by the Managing Partner, with the advice of the other Partners and subject at all times to the right of a Majority in Interest of the Partners to direct any particular decision. In all other respects, the Partnership and the Partners will have the same relationship to the trainer as individual owners of Thoroughbreds have to their trainers, including updates on training and racing progress, visits to the track, and the like. The majority of the Partners will determine if the horse stays with the Partnership beyond the original term. If the horse is not retained for racing by the Partnership, it can be sold, syndicated, retained for breeding, or placed with a new owner for purposes other than racing. If the Partnership determines to extend the Partnership's term beyond the set time frame, then additional Capital Contributions (in excess of revenues and any retained cash reserves) will be paid by all Partners according to their Partnership Percentages. If the Thoroughbred is proven to be of racing ability, it may be syndicated—the possibility of it being successful enough to justify a commercial syndication cannot be predicted. It is more likely that it will eventually be sold by the Partnership to other stables, either in private sales or through the claiming process. Worse comes to worse, pony rides at children’s birthday parties may be an option of last resort. If the Partnership’s Thoroughbred is syndicated or consigned for breeding purposes, any syndicate shares received by the Partnership will be distributed in-kind to the Partners. Taxable Income for a syndicate will be allocated among the Partners in the same manner as Net Cash Flow. Tax Losses for the same will be allocated among the Partners in proportion to their Capital Investments. No effort has been made to present a detailed explanation of the federal income taxation of each Partner, the general partnership, or the tax treatment of the Thoroughbred industry in particular. The best thing to do in this regard is each Partner to consult his/her own tax, investment, and legal advisors concerning the merits of ownership in his/her Partnership Interest. No tax advice is given and no tax advice should be implied or inferred. The Managing Partner may consult a Certified Public Accountant (CPA) in order to ensure the business practices concerning the Partnership’s income/loss are handled properly. The cost of the CPA’s services will be shared equally by all Partners. |
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