Investment Brief · Updated August 2026 · Confidential
Palm Springs Manor — yesterday, above, curbside, today
Yesterday · Above · Curbside · Today Movie Colony District · 486 E. Mel Avenue · Central Palm Springs
Palm Springs Campus · Parcel One of Three

Palm Springs Manor

Parcel One acquired July 13, 2026 — $2.525M, with exclusive option on parcels 2 & 3. First closing complete · $450K remains available. ~$21K/month current cash flow during the conversion build.

Senior debtBridger · first position · funded at close · $300K
Seller carryDavid Scott · $1.875M · 6% · 25-yr am · 10-yr · ~$11,114/mo
Pref equity (9%)$300K Units · first closing funded Jul 13, 2026 · $450K (1.5 Units) available · $1.2M max
Guesthouse is the House Charter for the gathering economy. Soho House for the group stay.
Parcel Price
$2.525M
parcel one of three
Project Capital
$1.0M
pref + debt + WC raised
Current Cash Flow
~$21K/mo
in-place during build
Pref Return
9%
accrues · paid at stabilization
Stay Credit
2/yr
life of position
What this becomes — Guesthouse Lake Tahoe · Operating Proof
Guesthouse Lake Tahoe interior — fireplace, sectional living room, mountain view

Campus #1 opened February 2026 in Truckee. ~3 months in, not yet stabilized, but consistently booked since launch. $4,000/night peak rate per the SF Chronicle front page. $85M+ earned media · 851M+ impressions across SF Chronicle, Travel + Leisure, Town & Country, Forbes, Skift ("an entirely new category"), AFAR, Veranda. Full-year stabilization targeted in Year 3.

The Offering

The Offering · $300,000 per Share

Preferred equity is offered through a private placement memorandum (PPM) at $300,000 per share. Up to three shares ($900,000) are available, with an additional one-share greenshoe permitted at the Manager's discretion (max raise $1.2M). The first share constitutes the Founder Share and carries priority of return of capital before Standard Shares upon sale or refinancing of the property (per PPM, Steve Wilson, June 12, 2026). The remaining shares are Standard Shares with identical economic terms otherwise. 9% cumulative, non-compounded preferred return · 20% target IRR · 4-tier waterfall with catch-up flip · Delaware SPE. The PPM minimum was met and the first closing funded on July 13, 2026 — Parcel One is acquired. $450,000 (1.5 shares) remains available at the Manager's discretion within the $1.2M maximum.

The Offering — Where to Focus

Share Class Shares Capital Terms
Founder Share · Subscribed 1 Share $300,000 Subscribed and funded in the first closing (July 13, 2026). Carries priority of return of capital before Standard Shares upon sale or refinancing of the property.
Standard Shares · First Closing Funded PPM minimum ($600,000) met; first closing funded July 13, 2026 and Parcel One acquired.
Remaining Availability 1.5 Shares $450,000 Standard Share terms · fractional shares permitted at Manager's discretion · within the offering's $1,200,000 maximum (including greenshoe).
Total acquisition cost: $2,525,000 · click to see the leverage structure
Senior loan (Bridger) $300,000 Bridger first position · funded at close · separate first trust deed, recorded with a subordination agreement
Subordinated seller carry $1,875,000 ~74% of price at 6% · 25-yr am · 10-yr term (~$11,114/mo). Scheduled pay-downs of $50,000 (Aug 12, 2026) and $100,000 (Sep 11, 2026) step the balance to $1,725,000. The structural piece that makes the parcel pencil without bank-financing the full balance at market commercial rates — this is what makes the pref equity layer small enough to close cleanly.
Preferred equity (offered) $600K – $1.2M The offering described above · 9% cumulative non-compounded pref · Delaware SPE
OPCO operating reserve $200,000 Working capital · conversion build · FF&E · stabilization runway

Two Share Classes · Same Economics · One Priority

  Founder Share Standard Share
Status Subscribed · first closing (July 13, 2026) $450K (1.5 shares) available
Price $300,000 (full share only) $300,000 per share · fractional shares permitted at Manager's discretion
Maximum 1 Share ($300K) 3 Shares ($900K) · +1 Share greenshoe at Manager's discretion
Preferred Return 9.0% cumulative · non-compounded 9.0% cumulative · non-compounded
Priority of Return of Capital Yes — first in line before Standard Shares upon sale or refinancing of the property (per PPM, Steve Wilson, June 12, 2026) No priority — pari passu with other Standard Shares
Distribution Waterfall Same 4-tier: return of capital → 9% pref → 80/20 to 20% IRR → 20/80 catch-up flip Same 4-tier: return of capital → 9% pref → 80/20 to 20% IRR → 20/80 catch-up flip
Stay Credit 2 nights/year at any Guesthouse property · life of position 2 nights/year at any Guesthouse property · life of position
What You Do 1. Review this OM · 2. Review the Box Data Room (PPM, Operating Agreement, Subscription Documents — granted on request) · 3. Indicate dollar amount (fractional Standard Shares permitted); signed Subscription Documents returned via DocuSign.
Where We Stand · Parcel One Acquired July 13, 2026 · $450K Available
Preferred Equity · 9% pref · $300,000 per share
1 ShareFounder Share — Subscribed. Funded in the first closing · priority of return of capital before Standard Shares.
$600K+PPM minimum met — first closing funded July 13, 2026. Parcel One acquired.
$450K1.5 shares remain available · Standard Share terms · fractional shares permitted · within the $1,200,000 maximum.
Senior Debt · Bridger
$300KFirst position · funded at close
Seller Financing · David Scott Carry
$1.875M6% · 25-yr am · 10-yr term · ~$11,114/mo · steps to $1.725M with the Aug/Sep pay-downs
PPM minimum (2 shares · $600,000) met — first closing funded July 13, 2026. Remaining availability: $450,000 (1.5 shares) at the Manager's discretion within the $1,200,000 maximum.
The Property · The Math

The heart of the campus — and the math that holds.

486 E. Mel Avenue · Three-parcel campus map with white-boxed Parcel One outlined
486 E. Mel Avenue · Three-Parcel Campus Parcel 1 (full color) = the purchase · Parcels 2 & 3 (screened) = options
What's on the Parcel
  • Pool · Clubhouse · social spine, commercial kitchen
  • 12 income units (~$21K/mo current cash flow)
  • Optioned, not in this parcel · the single-family home and a separate 4-unit boarding house are the two optioned parcels
Why This Parcel First
  • Lower basis · $2.525M vs. $3.875M whole-campus
  • Tax bump contained · this parcel only
  • Optionality preserved · pre-negotiated terms on parcels 2 & 3
  • Strong-signal neighbor · Stay Wandery operates in Movie Colony — see callout below
Neighbor Signal · Stay Wandery in Movie Colony

Wandery — the luxury vacation-rental network that raised a $50M Series B in 2025 on top of a $100M Credit Suisse credit facility — operates multiple homes inside Movie Colony, within walking distance of 486 E. Mel. A sophisticated, well-capitalized operator independently underwriting this exact enclave for high-end short-term rentals is the strongest neighbor signal we could ask for. The market thesis they validated for free is the one we're acquiring the parcel against. We are doing something structurally different — an integrated hospitality stack (ACCESS + SPHERE + COOKS) versus their booking-platform model — but the enclave-level demand they confirmed underwrites Parcel One either way.

Pro Forma NOI · Parcel One (12 Units)

Line 2025 (Seller) 2026 Proforma
12 units × $1,700/mo, less vacancy $244,800 $229,410
Operating expenses (utilities, insurance, repairs) $54,048 $54,048
Property taxes · reassessment on transfer $9,750 $31,563
Total expenses $63,798 $85,611
Pro Forma NOI $181,002 $143,799
Income Value @ 5.5% cap $3.29M $2.61M

Pref Coverage · After Debt Service

The $1.875M seller carry amortizes at ~$11,114/mo — about $133,400/yr — against ~$143,800 NOI (~1.08×) and ~$20,400/mo of in-place gross rent (~1.8× cash coverage). The asset services its own financing while the units, pool, and clubhouse convert. The 9% preferred accrues during the build — unpaid quarters carry forward, not lost — and is paid at stabilization, when the converted hospitality units lift NOI well above the current long-term-rental floor.

Upside on the Cap Rate

Income Value $2.61M @ 5.5% cap against a $2.525M basis~$85K cushion before any conversion lift. Boutique-buyout comps in PS trade at 4.0–4.5%. Conversion lift is upside on top of the floor.

Build-Out Plan · Hybrid Stabilization

The 12 income units, the pool, and the clubhouse convert to boutique hospitality — the heart of Parcel One. The home and the 4-unit boarding house sit on the two separate optioned parcels (not part of this purchase); we control them at pre-negotiated terms but don't fund them today. Durable rental cash flow under the platform; venture upside on top of a real-estate floor, not in place of it.

Project Timeline — Acquisition, Three-Phase Renovation, Stabilization

Closing ✓
Acquisition — Complete
Closed Jul 13, 2026
  • Parcel One acquired July 13, 2026
  • First closing funded · wires received
  • Bridger $300K funded · seller carry executed at $1.875M
Reno Phase 1
Preserve & Plan
Jun – Aug 2026
  • Tenant transition & relocation
  • Restoration plans & permits honoring the original 1946 buildings
  • Fixed-price GC contract · 15% contingency
  • Site mobilization
Reno Phase 2
Restore & Renovate
Sep 2026 – Jan 2027
  • Core systems: electrical, plumbing & HVAC
  • 12 hospitality units — kitchens & baths within the existing footprint
  • Pool, clubhouse & common areas restored
  • Interior work only — no buildings demolished
Reno Phase 3
Furnish & Launch
Feb – Apr 2027
  • FF&E install & Guesthouse branding
  • PMS, tech stack & smart access
  • Staff training · soft opening + systems test
  • Grand opening · Apr 2027
Operations
Stabilization
Apr 2027 – 2029
  • Full operations · revenue ramp
  • Seasonality cycle
  • Target stabilization: Year 3 (2029)
  • Pref payouts at stabilization

Through closing and Reno Phases 1–2, the 12 income units generate in-place cash flow during the conversion build (~$21K/month).

Preservation — the Manor stays

All five original 1946 buildings are retained and restored. The renovation is an interior upgrade and restoration within the existing footprint — no teardowns, no new structures. The Manor’s original character is the asset.

Renovation capital — already in the plan

The first equity closing completed the acquisition on July 13, 2026. The $2.75M conversion budget (incl. 15% contingency) is carried in the overall capital plan — a construction facility alongside equity — while ~$21K/month of in-place rent covers the transition. Investors are not funding a separate future renovation raise.

Market Context · Why Palm Springs

Identified through a data-driven approach to markets.

Across the West Coast, hundreds of short-term rental markets compete for capital and attention. The Guesthouse Moneyball system analyzed all of them. Palm Springs rose to the top — not by intuition, by data. Movie Colony, where 486 E. Mel Avenue sits, is the highest-ADR enclave in the city.

Avg Nightly Rate — Movie Colony
$985
all bedroom counts · 40 active listings
Avg Annual Revenue / Property
$89K
Palm Springs city limits, 2025
ADR Growth YoY (Q2 2025)
+6.5%
outpacing national STR averages
Peak Season Occupancy
82%
January 2025 · +7 pts YoY
Annual Visitors
1.6M
110 miles from Los Angeles

Five signals converged — a combination that rarely occurs in one market.

Signal 1 — Year-Round Demand Base

Palm Springs welcomes 1.6M visitors annually, driven by LA travelers 110 miles away — no flight required. Proximity to the nation's second-largest metro creates persistent baseline demand insulating revenue against seasonal lows.

Signal 2 — The April Anomaly

Coachella and Stagecoach create a rate environment with no parallel in the Western U.S. Luxury rates during peak festival weekends average $1,528/night — a single weekend equals 3–4 weeks of off-season revenue. April 2025 occupancy +10% YoY.

Signal 3 — Structurally Constrained Supply

Palm Springs caps STR permits at 20% of residential properties per neighborhood; new permittees limited to 26 contracts annually. Existing permitted operators hold a durable competitive advantage that cannot be replicated by new entrants.

Signal 4 — Regulatory Clarity

Formal, established STR permitting system. Stable TOT 11.5% + 1% TBID. In November 2025, the city council removed a planned reduction in STR permit numbers — reinforcing long-term operational stability for existing operators.

Signal 5 — Movie Colony Pricing Power

Palm Springs' most iconic luxury enclave — original Hollywood playground of the 1940s–50s. Movie Colony commands the highest STR ADR of any neighborhood in Palm Springs ($985/night avg across all sizes). 486 E. Mel Avenue is inside this enclave.

Signal 6 — Asset Appreciation

Median Palm Springs home prices have appreciated ~30% over the last five years — adding an equity return layer to the STR income thesis. Moneyball's 6%+ appreciation threshold consistently met.

The Premium Management Multiplier

Professionally managed properties in Palm Springs outperform the broader market by over 55% in adjusted RevPAR (Natural Retreats Q1 2025 data, 1,300 properties). Operational quality is not a differentiator — it is the primary lever of return. The Guesthouse model is purpose-built for this advantage.

Sources: Airbtics, Natural Retreats Q1–Q2 2025 Market Reports, City of Palm Springs vacation rental regulations, McLean Company, Elite Traveler / HomeToGo.

Network Model · The Gathering Economy

Two campuses, one operating system, counter-cyclical by design.

Companies are gathering more deliberately than they ever have — off-sites, leadership weeks, partner summits, board retreats — and so are the people inside them: families, founders, friend groups, milestones worth showing up for. What everyone keeps reaching for is real time together, in a real place, with the work of hosting taken off their hands. Guesthouse is the House Charter for that.

Palm Springs Manor is Campus #2 — Step 2 in an evolving set of Guesthouse campuses. Campus #1 — Guesthouse Lake Tahoe — opened February 2026. The two markets are deliberately counter-cyclical: mountain summer balances desert winter, smoothing platform revenue across the year and giving the OPCO leverage on shared overhead. The architecture underneath is the same at both campuses — ACCESS (the umbrella experience), SPHERE (the property layer), and COOKS (the culinary & service operations layer). One operating system. Many campuses.

Campus #1 · Guesthouse Lake Tahoe (Truckee)

Guesthouse Campus — Lake Tahoe site plan, 16 keys across 4 parcels at High Street and Donner Pass Road, Truckee
Guesthouse Campus · Truckee · 10393 / 10403 / 10383 / 10382 / 10396 16 keys · 0.38 acre · 4 parcels

Tahoe is what a Guesthouse campus actually looks like: HALL (welcome center, kitchen, bakery, market, multi-purpose hall, co-working) anchoring multiple Guesthouses (private group stays), with shared outdoor spaces — orchard, market, alpine slide, fire pit. Palm Springs Manor is set up the same way on a single contiguous site: pool/clubhouse spine, the on-site home, the Residential Guesthouse, the Boarding House, operations HALL, support residence, music studio. Different geographies, same architecture.

What's next. We are evaluating Steamboat Springs (Colorado) as a Campus #3 candidate alongside several other Moneyball-screened markets. The campus arc is deliberately paced: each new campus is added only after the prior one has reached operating stability and the OPCO's shared-overhead capacity allows for clean cross-amortization. A future "evolving set of campuses" visualization — mapped in the same illustrated style as the Parcel One campus map above — will accompany this brief as the network expands.

Guesthouse Lake Tahoe
  • Geography. Truckee, CA · Sierra Nevada / Lake Tahoe basin
  • Peak season. June–September (summer) + December–March (ski)
  • Guest profile. Bay Area tech, multi-generational families, ski groups, summer retreats
  • Format. Single private home · sleeps 12 · full chef · concierge
  • Status. Operating · stabilized · cash-flow positive
Palm Springs Manor
  • Geography. Palm Springs, CA · Movie Colony District
  • Peak season. January–April (snowbird + Coachella) + November–December (holiday)
  • Guest profile. LA-based luxury travelers, executive retreats, festival groups, design-conscious repeats
  • Format. Hybrid campus · 12 units convert to hospitality · Boarding House (4 units) and home are options on Parcels 2–3
  • Status. Parcel One acquired July 13, 2026 · $450K of pref equity available
Why Two Campuses Matter

Tahoe peak (Jun–Sep, Dec–Mar) and Palm Springs peak (Jan–Apr, Nov–Dec) overlap only in winter holidays. The other 9 months of the year, demand alternates. Cross-selling between guest bases, shared back-office, shared brand build, shared press momentum. A second campus also de-risks the operator narrative: two operating campuses + the OPCO platform layer means diversification within the operator itself.

Early Operating Data · Campus #1

Guesthouse Lake Tahoe — open, booking, not yet stabilized.

Campus #1 opened in Truckee in February 2026 and has been live for roughly three months. The property is not yet stabilized — the model targets stabilization in Year 3 (2028) at 65% occupancy and the underwritten ADR. What follows is early operating data, not full-year actuals. The signal it sends — bookings, press, guest mix — is the part Palm Springs gets to lean on.

Open Since
Feb 2026
~3 months · pre-stabilization
Booking Status
Active
consistently booked since launch
SF Chronicle Headline ADR
$4,000/night
peak rate · front-page feature
Earned Media
$85M+
launch coverage · 2025–2026
Impressions
851M+
27 placements · 2025–2026

What the first three months are telling us.

Demand Signal
  • Booked since opening — no significant dark nights since the doors opened
  • Multi-night stays dominant · 4+ night patterns common
  • Corporate / leadership retreats arriving in the mix earlier than modeled
  • Repeat interest tracking ahead of underwriting assumptions
What We're Not Yet Reporting
  • Stabilized occupancy — first full-year cycle still in front of us
  • Stabilized ADR — rate calibration still in progress across seasons
  • Full-year NOI — model targets 44% margin at stabilization (Year 3)
  • Cohort-level repeat data — meaningful after two seasons
Why This De-Risks Palm Springs

Construction, FF&E, operations launch, brand build, press distribution, and guest experience have all been executed on a live property. We are not stabilized at Tahoe yet — but every category of risk that compounds when you've never opened a property has already been compressed. Palm Springs is the second deployment of a working playbook. Two campuses also matter for the model: when Palm Springs opens, the network is no longer "one property at a moment in time." The OPCO is amortizing its overhead across two campuses, and the press story moves from "they opened a hotel" to "they are building a category."

Team & Partners

Who's building this.

Small operating team. Deep advisor bench. Hospitality leadership from Union Square Hospitality Group; architecture from Bjarke Ingels Group; real estate development from PropCo; communications from J WADE PR. The model has been thought about for a long time before it got built.

Trevor Cornwell, Founder & CEO, Guesthouse
Founder & CEO

Trevor Cornwell

Hospitality has always been in the family. Trevor's father, Anthony Cornwell, was creative director at Needham & Grohmann in the 1960s — overseeing the branding for Laurance Rockefeller's RockResorts: Mauna Kea, Caneel Bay, Little Dix Bay. The original eco-luxury properties, where design and landscape were inseparable from service. Six decades later, Trevor founded Guesthouse to build what his father's era only glimpsed: a scalable hospitality model where a central Hall serves a campus of premium homes, with chef-grade kitchen, professional staff, and hotel-class infrastructure.

Borrowing from the startup days at Skyjet — the first nationwide real-time booking platform for business aviation, acquired by Bombardier in 2000 — Guesthouse applies the same asset-light operating-system thinking to lifestyle hospitality. Skyjet built the category language; here the category is the House Charter. Earlier ventures: appbackr (mobile software marketplace, backed by Intel Capital), Central Europe Today (Budapest; acquired by The Riverside Company), and the Aspire Coalition, whose military-spouse license-portability initiative is being adopted by states — most recently Florida, alongside Kansas and others.

Trevor holds the largest individual capital position in Titus House, LLC and serves as its Manager through Guesthouse Flagship Stewards, LLC — the same Manager that runs Palm Springs Flagship 486-1, LLC. He is also an early investor in the Crescent Hotel, Beverly Hills, and a graduate of Johns Hopkins University.

John Blandford, Co-Principal, Palm Springs Manor
Co-Principal · Palm Springs Manor

John Blandford

John Blandford is the founder of Blandford Group LLC, a public affairs firm, and a five-year resident of the Coachella Valley. An early investor in Guesthouse, John is leading Palm Springs Manor on the ground. He brings 25 years of real estate experience in the Washington, DC metro area, where he and a co-investor acquire, remodel, and sell homes through a selective joint venture — combining long-term single-family holds with shorter-term renovation projects. The PPM names Cornwell and Blandford as the two key principals on which the success of the Company materially depends.

Featured Advisors & Partners
Press & Market Validation

What the press noticed about Campus #1.

Two-year launch arc, 27 placements, 851M+ total impressions, $85M+ estimated earned media value (combined 2025 + Jan–Feb 2026 · source: Guesthouse PR Coverage Report). The press response was the first external signal that Guesthouse was creating a category, not just opening a hotel.

Total Placements
27
2025 + Jan–Feb 2026
Impressions
851M+
851,807,725 verified
Est. Media Value
$85M+
$85,033,015.97 calculated
Tier-1 Placements
8
$100K+ media value each

Tier-1 placements ($100K+ media value each)

Publication Date Headline Impressions
Yahoo! Lifestyle · syndicated Dec 11, 2025 This New Lake Tahoe Retreat Combines the Luxury of a Hotel With the Privacy of a Mountain Home → 379M
Yahoo! Life · Sac Bee syndicated Jan 11, 2026 Members-only Tahoe rental property opens with perks like chef, driver, ski passes → 365M
Forbes Online Apr 1, 2025 Forbes Exclusive: Guesthouse Lake Tahoe To Open In Downtown Truckee In Late 2025 → 88M
Travel + Leisure Dec 11, 2025 This New Lake Tahoe Retreat... With a Private Chef, Ski Passes, and Concierge Service → 9.6M
SF Chronicle Online Jan 19, 2026 New $4,000-per-night members-only hotel opens in this California ski town → 4.5M
The Sacramento Bee Jan 11, 2026 Members-only Tahoe rental property opens with perks like chef, driver, ski passes → 1.4M
Yanko Design May 29, 2025 Guesthouse Lake Tahoe Redefines Mountain Hospitality Through Architectural Innovation → 1.3M
SF Chronicle · Print, Front Page Jan 20, 2026 Truckee books $4,000-a-night luxe lodging → 624K reach

Additional Coverage

Publication Date Headline Impressions
SKIFT Daily Lodging Report Apr 25, 2025 U.S. Hotel Occupancy for Mid-April Drops — coverage mention → 550K
Reno Gazette Journal Online Apr 8, 2025 Soon-to-open Truckee-Tahoe luxury rental home boasts private chef, house captain → 477K
Veranda Online Oct 14, 2025 The 27 Best Places to Visit in California at Least Once in Your Lifetime → 407K
Smart Meetings Online Jul 23, 2025 New and Renovated: Stunning Debuts and New Spaces To Inspire Your Next Event → 60K
7x7 Online Jan 2, 2026 What's New in North + South Lake Tahoe This Winter → 65K
Sierra Sun Online Apr 10, 2025 Guesthouse Lake Tahoe debuts in Spring 2025 → 39K
Hospitality Design Online May 19, 2025 Guesthouse Lake Tahoe Captures Timeless Mountain House Design → 37K
Boutique Hotelier Online Dec 15, 2025 Guesthouse Lake Tahoe officially opens its doors → 34K
Luxury Travel Magazine Online Apr 4 / Dec 14, 2025 Debut + Opening coverage (two placements) → 57K
Hotel Management Apr 28, 2025 Boutique hotel Guesthouse to debut in Lake Tahoe → 27K
Travel Daily News Dec 14, 2025 Guesthouse Lake Tahoe opens as inaugural property, targeting luxury group stays → 15K
Hotels Above Par Jun 26, 2025 From Ski Lodges to Lakeside Retreats, Lake Tahoe's Chicest Hotels → 13K
Global Traveler Apr 20, 2025 Guesthouse Lake Tahoe Debuts This Spring → 12K
KMAX-TV (Sacramento) Oct 3, 2025 Good Day 9am Segment (broadcast) → broadcast
Moonshine Ink Online Apr 4 / Dec 6, 2025 Two coverage mentions in regional round-ups → 17K
Truckee Chamber of Commerce May 27, 2025 Meet New Member: Guesthouse Lake Tahoe → 9K

Source: Guesthouse PR Coverage Report 2025 – Feb 2026 (maintained by J Wade PR). URLs link to outlet domains as fallback; specific article URLs being verified and swapped in as a rolling update. Press-link rule: every press citation in any Guesthouse deliverable carries a hyperlink — article URL where known, outlet domain as fallback.

Structure & Risk

What you sign for, where the risks sit, where the cushion is.

Structure (Clean Version)
  • Vehicle. Palm Springs Flagship 486-1, LLC — a Delaware LLC, qualified in California, single-purpose entity, managed by Guesthouse Flagship Stewards, LLC. Investor owns Percentage Interests in the SPE; the SPE owns Parcel One.
  • Preferred return. 9.0% per annum, cumulative and non-compounded. Accrues during the conversion build; paid at stabilization from rental cash flow (unpaid amounts carry forward — not lost).
  • Senior 1st TD. $300K from Bridger — first position, funded at close.
  • Subordinate seller carry. $1.875M from David Scott at 6%, 25-yr am, 10-yr term, ~$11,114/mo. Scheduled pay-downs of $50,000 (Aug 12, 2026) and $100,000 (Sep 11, 2026) step the balance to $1.725M.
  • Working capital. $200K reserve for conversion build, FF&E, stabilization.
  • Build-out plan. 12 units convert to hospitality; the 4-unit Boarding House (Parcel 2) and the home (Parcel 3) are pre-negotiated options, not part of the current purchase.
  • Promote / waterfall. 4-tier: (1) return of capital, (2) 9% pref to Members, (3) 80% Members / 20% Manager until Members reach a 20% per annum return on Adjusted Capital, (4) 20% Members / 80% Manager on remainder (catch-up flip).
  • Stay credit. 2 nights/year at any Guesthouse property, life of the position.
  • Option on remaining 2 parcels. Pre-negotiated terms, exclusive, life of the SPE.
  • Diligence package (Friday, June 12, 2026 distribution). Plain-English OnePager + full PPM (6/12) + Operating Agreement (6/12) + Subscription Documents (6/12). 78-page property inspection report (Real Estate Reports, Nov 2025); executed PSA + three amendments (Amendment 3, May 13, 2026 — Parcel One in contract). Direct conversations available with David Scott (owner) and Ron Hemig (Sierra Sotheby's, buyer's agent).
  • Exit. Optional at year 5 at FMV; sponsor has right of first refusal.
  • No personal guaranty to the investor.
  • No mandatory capital calls. Investors are not required to invest more than their initial capital contribution. Manager may lend, borrow, invite participation, or issue additional interests if shortfalls occur; dilution may result.
  • Accredited-investor offering. Standard accredited certifications · no reliance on advertising · investors certify opportunity to consult attorneys, CPAs, advisors.
  • Major decisions require 75% supermajority + Manager consent on a defined list (amending the Certificate of Formation, sale of substantially all assets, merger, conversion, bankruptcy, settlement of litigation over $100K).
  • Transfers require Manager approval + majority-in-interest of Members. Most common estate-planning transfers are permitted; Company and Members retain right of first refusal.
  • Disputes resolved via JAMS (private mediation and arbitration) for confidentiality, efficiency, and cost.
Risk Mitigation
Boutique cap rates are interest-rate-sensitive Income Value at 5.5% cap is $2.61M against a $2.525M parcel basis. Real cushion before the math stops working.
Single-parcel-first means smaller initial footprint The exclusive option preserves full-campus economics. We choose when to expand — not the seller, not a competitor.
Conversion risk during build-out $21K/mo current cash flow funds operations through the build. No need to vacate to start.
Reassessment bumps property tax Bump is contained to this parcel only — not the full campus. Pro forma above is post-bump.
Operator-dependency Existing owner has offered to stay on-site through transition. Two operating campuses (Truckee + Palm Springs in development) plus the OPCO platform layer means diversification within the operator.
Hotel business license License extended by the seller — the prior June 30, 2026 expiration is resolved. Renewal flows to the SPE on close of escrow.
R-2 zoning · improvements require City permits Property is zoned R-2 under Palm Springs Zoning Code. Preliminary talks with the City have indicated approvals are available for the planned scope; the City approves future work and permits must be obtained. Manager will manage variance/exception requests if needed.
Owner Financing — What's Unusual About This Structure

David Scott agreed to carry $1.875M of a $2.525M parcel, roughly 74% of the price, at 6% over 10 years, 25-year amortization. Scheduled pay-downs of $50,000 (Aug 12, 2026) and $100,000 (Sep 11, 2026) step his balance to $1.725M. The payment holds at ~$11,114/mo. Typical commercial seller carry in this size range is 20–40% of price at 7–9% over 5–7 years. The terms are materially better than market, and the structural piece that lets the parcel pencil without bank-financing the full balance at today's commercial rates. The seller's confidence in the conversion plan is itself a signal.

How to Participate

How to Participate

Preferred equity is offered through a private placement memorandum (PPM) at $300,000 per share. Up to three shares ($900,000) are available — one Founder Share with priority of return of capital plus up to two Standard Shares — with a one-share greenshoe permitted at the Manager's discretion (max raise $1.2M). Issued by Palm Springs Flagship 486-1, LLC, a Delaware special-purpose entity managed by Guesthouse Flagship Stewards, LLC.

Share Price
$300,000/share
9% pref · cumulative · non-compounded · Founder + Standard Units
PPM Minimum to Close
2 Shares
$600K · met — closed Jul 13, 2026
Planned Offering
3 Shares
$900K total · planned full size
Greenshoe · Overallotment
+1 Share
$1.2M max raise with overallotment
Tier 1 · Floor
PPM Minimum — 2 Shares
$600,000
Met — the first closing funded July 13, 2026 and closed Parcel One. Each share is $300,000. One share = 25% of the full offering with greenshoe.
Tier 2 · Planned
3 Shares — Planned Offering
$900,000
A third share brings the offering to its planned full size. The incremental $300K reduces the project's senior-debt draw, increases the stabilization runway, and adds margin against the property-tax reassessment.
Tier 3 · Greenshoe
+1 Share Overallotment
$1.2M max raise
If demand exceeds the planned offering, sponsor may allocate one additional share at $300K beyond the three-share target. Greenshoe proceeds are earmarked to accelerate the option on Parcels 2 & 3 or to retire senior debt early.
How to Read This

Think of the offering as floor → planned → upside. Two shares close the deal (the floor). A third share completes the planned offering. The greenshoe absorbs additional demand above that, with proceeds tied to specific capital-efficient uses. Working capital ($200K) sits alongside as a separate pref position. The pref-equity tranche of the $2.525M capital stack is sized to $600K at the floor (2 shares); the greenshoe expands that ceiling without changing the underlying parcel economics.

Investor Terms — At a Glance

Issuer Palm Springs Flagship 486-1, LLC · a Delaware limited liability company · qualified to do business in California · single-purpose entity (no commingled investments)
Manager Guesthouse Flagship Stewards, LLC (Delaware LLC) · full control of decisions and actions except a defined list of fundamental matters requiring 75% majority of interests plus Manager consent (amending the Certificate of Formation, sale of substantially all assets, merger, conversion, bankruptcy, settlement of litigation over $100K)
Share price $300,000 per share · single class of Percentage Interests held pro rata to cash invested
Offering structure $300K per Unit. 2-Unit floor ($600K, closes the parcel) · 3-Unit total offering ($900K) · Manager may extend by up to 1.0 additional Unit ($300K) to a maximum of $1,200,000 at sole discretion. Founder Units max $300K (1 Unit). Standard Units max $900K (3 Units). One Unit = 25% of the maximum offering with extension.
Preferred return 9.0% per annum, cumulative and non-compounded · accrues during the conversion build · paid at stabilization from rental cash flow · unpaid amounts carry forward (not lost)
Distribution waterfall 1st — return of investor capital contributions · 2nd — 9% Preferred Return to Members · 3rd — 80% to Members / 20% to Manager until Members reach a 20% per annum return on Adjusted Capital · 4th — 20% to Members / 80% to Manager on the remainder (catch-up flip)
Management Fee 4.0% of gross operational revenue · paid quarterly in advance on a good-faith estimate · reconciled periodically to actual · paid before distribution waterfall
Guaranty Fee 1.0% of principal guaranteed + 9.0% simple interest (cumulative, non-compounded) to any person — including Manager or principals — who provides a personal guarantee of Company financing · payable after return of Capital Contributions to Members and Manager
Manager co-investment $75,000 Manager Contribution alongside the $900K full raise (3 Units) — Manager has skin in the game
Target IRR 20% per annum on Adjusted Capital, gross of catch-up flip
Lead investor terms Founder Unit carries priority in return of capital before Standard Units upon sale or refinancing of the property · this is a lead-investor incentive available to the first committed share, not a structural feature of all shares
No mandatory capital calls Investors are not required to invest more than their initial capital contribution. If cash shortfall occurs, the Manager may lend, borrow, invite Members to participate, or issue additional interests; dilution may result if additional capital is needed
Investor qualification Accredited investors only (as defined by securities law) · investors certify no reliance on advertising, no expectation of short-term resale, opportunity to consult attorneys/CPAs/advisors, capacity to bear loss · standard accredited-investor certifications
Transfers Strict limitations · require Manager approval + majority in interest of Members · most common estate-planning transfers permitted · Company and Members retain right of first refusal
Dispute resolution JAMS (the leading private mediation and arbitration service) · for confidentiality, efficiency, cost
Stay credit 2 nights/year at any Guesthouse property · life of the position
Closing First closing funded July 13, 2026 — PPM minimum met, Parcel One acquired. Remaining $450,000 (1.5 Units) available at the Manager's discretion within the $1,200,000 maximum.
Exit Optional at year 5 at FMV · sponsor has right of first refusal
Personal guaranty None from the investor
Option on Parcels 2 & 3 Pre-negotiated terms, exclusive, life of the SPE
Diligence available Full Box data room (PPM Exhibit F · Master 2.0 → 04_PALM SPRINGS) including: PPM (6/12), Operating Agreement (6/12), Subscription Package (6/12), Plain-English OnePager, Property and Company Brochure, Purchase Documents, Title Report. Plus: executed PSA + three amendments (Amendment 3, May 13, 2026), 78-page property inspection report (Real Estate Reports, Nov 2025), direct conversations with David Scott (owner) and Ron Hemig (Sierra Sotheby's, buyer's agent). Data Room access granted on a per-investor basis through Trevor.

PPM Use of Proceeds — 3 Units Sold ($900K Full Raise)

Source Dollar Amount % of Proceeds
Proceeds — sales of Units $900,000 92.3%
Manager Contribution (Manager invests alongside) $75,000 7.7%
Total Sources $975,000 100.0%
Uses
Purchase Downpayment $500,000 51.3%
Improvements $375,000 38.5%
Reserves $100,000 10.3%
Total Uses $975,000 100.0%

Source: PPM Use of Proceeds, Palm Springs Flagship 486-1, LLC (June 12, 2026). The above shows the offering's contribution to the deal. Total acquisition cost of Parcel One is $2,525,000; the balance is funded by a $1,875,000 seller carry (David Scott, 6%, 25-yr am, 10-yr term, ~$11,114/mo) and a $300,000 Bridger first-position loan, both funded at close. Scheduled pay-downs of $50,000 (Aug 12, 2026) and $100,000 (Sep 11, 2026) step the carry to $1,725,000.

How to Participate · Three Steps

1. Review this OM. 2. Review the Box data room (request access via the button below — PPM, Operating Agreement, Subscription Documents, Property Brochure, Purchase Documents, Title Report). 3. Indicate dollar amount (fractional Standard Shares permitted); signed Subscription Documents are returned via DocuSign.

Diligence package dated Friday, June 12, 2026. PPM minimum ($600,000) met; first closing funded July 13, 2026. Remaining availability: $450,000 (1.5 shares) within the $1,200,000 maximum.

If the buttons don't open (some preview environments block external links), copy these directly: data room app.box.com/folder/388794746311 · calendar calendly.com/trevor_cornwell.