OTGM Capital Holdings

Financial Infrastructure — Structured Funds · Series LP · SPV Architecture | OTGM Capital
OTGM Capital Holdings Inc. · Platform

Financial Infrastructure
Engineered for Scale

Master Fund structures, tokenized Series LP vehicles, and AI-governed SPVs — deploying institutional capital into real-world assets across Latin America with blockchain-enforced transparency and programmable investor returns.

Master Fund LP · Delaware Series
SPV Architecture · Per-Project
ERC-1400 · Token Governance
AI Risk Engine · Real-time
SynVelX™ · Enforcement Layer
USD 1.7B+Identified Pipeline
5 SeriesCapital Tranches
24+ SPVCountries · Stage 1
ERC-1400Token Standard
Real-timeSynVelX™ Enforcement
What We Build

The Architecture That
Makes Capital Move

Financial infrastructure is not a product. It is the system of legal vehicles, capital structures, governance protocols, and technology rails that determines whether institutional capital can reach a real-world asset — or stops at the structuring complexity and turns back.

At OTGM Capital, financial infrastructure means the complete operating system through which capital is formed, structured, governed, deployed, and returned. The Master Fund LP at the top. The Series LP subdivisions below it. The project-level SPVs that ring-fence individual assets. And SynVelX™ as the technology core that enforces governance across every tier — continuously, not periodically.

The global private equity industry manages over USD $19 trillion in assets. Blackstone alone surpassed USD $1.27 trillion in AUM by end of 2025. KKR manages over USD $510 billion. Apollo over USD $600 billion. These firms have proven what institutional-grade financial infrastructure can accomplish at scale. OTGM Capital is applying that same discipline — the funds architecture, the Series fund structure, the carried interest waterfall, the institutional governance framework — to the USD $150 billion+ annual capital gap in Latin America that none of those firms have structurally served.

The difference is not scale. It is access — and access is an infrastructure problem, not a capital problem. OTGM Capital solves it.

The Problem Infrastructure Solves
Most capital never reaches Latin America — not because the assets are not there, but because the structure that connects capital to those assets has not existed at institutional grade. The infrastructure gap is larger than the capital gap.
The OTGM Capital Approach
Build the full stack — Master Fund LP, Series LP subdivisions, per-project SPVs, ERC-1400 token securities, and SynVelX™ enforcement — as a single integrated operating architecture. Not assembled at closing. Designed from formation.
USD 19T+
Global PE AUM
~0%
Reaches LatAm structurally
Capital Lifecycle

From Formation to Return —
The Complete Capital Cycle

Every stage of the investment lifecycle operates under a single, unified governance framework. Capital enters through the Master Fund, flows through Series LP vehicles into project-specific SPVs, generates returns from real-world assets, and distributes to investors through automated waterfall logic — governed at every step by SynVelX™ and blockchain enforcement.

OTGM Capital — Integrated Capital Lifecycle
All stages enforced by SynVelX™ in real time.
INVESTORS Accredited · QIB Family Offices Institutional LPs Reg D 506(c) / Reg S / Reg A+ Capital OTGM MASTER FUND LP Delaware Series LP OTGM Advisers GP LLC AssetsHold Trust LLC DRULPA · DGCL USD $2 Billion Raise Program GP Authority · LP Advisory Committee UCC Article 9 Collateral Series A Series B Series C SERIES A Infrastructure · Energy USD $800M Tranche ERC-1400/ERC-3643 Token SERIES B Real Estate · PropTech USD $600M Tranche ERC-3643 Compliance SERIES C–E-F Agro · Credit · Mining USD $200M each Milestone-gated SPV · PROJECT 1 Delaware LLC Ring-fenced · UCC Art.9 SPV · PROJECT 2 Delaware LLC Bankruptcy-remote SPV · PROJECT 3 Delaware LLC Token-enabled SPV · N+ PROJECTS Scalable architecture Per jurisdiction REAL ASSETS LatAm · Global · 24+ Countries ⬥ Infrastructure ⬥ Real Estate ⬥ Energy Projects ⬥ Agribusiness ⬥ Digital Infra ⬥ Private Credit USD 5M+ per project USD $2+ Billions pipeline Returns & Distributions SynVelX™ GOVERNANCE ENGINE · Real-time Enforcement · Automated Waterfall · ERC-1400 Compliance · AI Risk Control · LP Reporting BLOCKCHAIN ENFORCEMENT CORE · ON-CHAIN AUDIT · IMMUTABLE RECORD · AI RISK MONITOR

Capital lifecycle diagram reflects OTGM Capital's operating architecture projected Q4 2026 · All transactions governed by SynVelX™

Capital Vehicle Architecture

Three Tiers. One
Integrated System.

OTGM Capital's capital vehicles are not independent products assembled deal by deal. They are a vertically integrated system — each tier purpose-built to handle a specific function, legally isolated from the others, and governed by the same framework from the Master Fund level to the individual project SPV.

Tier 1 · Fund Level OTGM Master Fund LP Delaware Series Limited Partnership · DRULPA The capital formation layer. The Master Fund LP is the institutional vehicle through which investor commitments are received, structured, and allocated to downstream Series and SPV vehicles. It operates under the full fiduciary authority of OTGM Advisers GP LLC as General Partner, with LP rights defined in the Limited Partnership Agreement with institutional precision.
  • OTGM Advisers GP LLC — General Partner with full fiduciary authority over deployment decisions and LP obligations
  • AssetsHold Trust LLC — bankruptcy-remote collateral agent, UCC Article 9 perfection of security interests
  • Delaware Series LP structure enabling legal segregation between Series without reconstruction
  • LPAC oversight for related-party transactions and conflict-of-interest management
  • Quarterly LP reporting · NAV tracking · Capital call mechanics embedded in LPA
  • Reg D 506(c) and Reg S offering framework · Form D filings · Blue Sky compliance
Tier 2 · Series Level Series LP (Limited Partnership) Segmented Strategy Vehicles · Milestone-Gated The capital allocation layer. Each Series within the Master Fund targets a defined investment strategy, sector allocation, or geographic focus — with statutory asset segregation under Delaware law ensuring that no Series carries liability from another. Investors participate in a defined Series, not in the undifferentiated fund.
  • Series A — Infrastructure & Energy · LatAm markets primary.
  • Series B — Real Estate & PropTech (MortiFy™) ERC-3643 token.
  • Series C — Agribusiness, Mining & Private Credit (WayFin™)
  • Series D — Digital Infrastructure & Technology.
  • Series E — Cross-sector expansion.
  • Each Series carries its own waterfall, economics, and investor rights — statutory segregation under DRULPA
Tier 3 · Asset Level Special Purpose Vehicle SPV LP · Per-Project · ERC-1400/3643 Token The deployment and isolation layer. Each project receives its own LP/LLC SPV — providing ring-fenced liability, asset-level governance, and the legal wrapper required for ERC-1400/3643 security token issuance. Project risk does not travel to the Series or the Master Fund. SPVs are structured jurisdictionally for each underlying project location.
  • LP/LLC formation per project — statutory asset segregation and liability containment
  • AssetsHold Trust LLC as bankruptcy-remote collateral agent for each SPV position
  • ERC-1400 / ERC-3643 security token issuance — fractional ownership with on-chain compliance
  • Token transfer restrictions, investor whitelist, and KYC/AML enforced at smart contract layer
  • Jurisdictional structuring per project location — Mexico, Colombia, Honduras, Brazil and regional equivalents
  • OlyEx™ secondary market liquidity upon launch — compliant institutional token trading
SPV Architecture

How Each Project
Gets Its Own Structure

A Special Purpose Vehicle is not a generic legal box. At OTGM Capital, every SPV is purpose-engineered for its underlying asset — carrying its own jurisdiction, governance framework, token architecture, and collateral position — before a single dollar is deployed.

OTGM Series LP Capital Allocation · Delaware DRULPA GP Authority · LPAC Oversight SPV · INFRASTRUCTURE PROJECT Delaware LLC · Project Jurisdiction Ring-fenced liability · Asset-level governance ERC-1400 Security Token Transfer restrictions · Whitelist · KYC/AML AssetsHold Trust LLC · Collateral UCC Article 9 · Perfected security interest SynVelX™ Governance Real-time enforcement · LP reporting → OlyEx™ Secondary Market SPV · RE PROJECT MortiFy™ Integration PropTech · Title Registry ERC-3643 Token Investor whitelisting Valuation Feed Real-time via MortiFy™ Waterfall OlyPay™ automated → Fractional Liquidity SPV · CREDIT / AGRO PROJECT WayFin™ · Structured Credit Underwriting · DSCR monitoring AI Credit Scoring PyTorch · scikit-learn risk engine Covenant Tracking Continuous DSCR · Alerts via SynVelX™ Cross-border Settlement OlyPay™ · Multi-currency rails → Structured Returns to LPs SynVelX™ · Unified SPV Governance · On-chain Audit · Real-time LP Visibility · Automated Distribution
Capital Deployment Process

Six Stages.
Zero Gaps.

From the moment an investor commits capital to the moment a distribution is received, every stage operates under the same governance framework — enforced automatically by SynVelX™ without manual intervention at any transition point.

USD $2 Billions
Total Raise Program
87.8%
Deployed to Projects
2.5% p.a.
Founding Tranche Target
97.5% p.a.
Tranches I–V Target
Stage 01 Investor Onboarding & Verification Accredited investor verification under Reg D 506(c) before any capital commitment is accepted. KYC/AML via certified providers (Fireblocks, Jumio). OFAC sanctions screening. QIB qualification for Rule 144A access. Investor onboarded into the SynVelX™ whitelist — eligibility enforced at the ERC-1400 /ERC-3643 token layer from day one.
Reg D 506(c)KYC/AMLOFAC ScreenWhitelist
Stage 02 Capital Formation & Fund Structuring Subscription proceeds accepted into the Master Fund LP through structured capital call mechanics defined in the Limited Partnership Agreement. GP authority over allocation decisions is exercised under fiduciary obligations with LPAC oversight. AssetsHold Trust LLC perfects security interests over committed capital under UCC Article 9. Delaware DRULPA governs every Series allocation.
LPADRULPAAssetsHoldUCC Art.9
Stage 03 Project Origination & Due Diligence Nexus Platform surfaces projects from the 24+ country origination network. AI-driven pre-screening against underwriting criteria. Full institutional due diligence — financial modeling, legal DD, jurisdictional review, and DSCR stress testing via WayFin™. Investment Committee approval required before any SPV formation begins.
Nexus PlatformAI ScreeningDSCRInv. Committee
Stage 04 SPV Formation & Token Issuance LP / LLC SPV formed per project with asset-level governance, liability ring-fencing, and jurisdictional structuring for the underlying project location. ERC-1400 / ERC-3643 security token issued against SPV equity — embedding transfer restrictions, investor whitelist, KYC/AML logic, and compliance directly into the smart contract. AssetsHold Trust LLC positioned as bankruptcy-remote collateral agent for the SPV position.
LP / LLCERC-1400Bankruptcy-remoteOn-chain compliance
Stage 05 Capital Deployment & AI Governance Capital releases from the Series LP into the project SPV against predefined use-of-proceeds conditions encoded in the governance layer. SynVelX™ validates every deployment against LPA terms before it clears — no manual review cycle. AI risk engine (PyTorch / scikit-learn) provides continuous portfolio monitoring, covenant tracking, and early-warning alerts. Cross-border settlement via OlyPay™ programmable rails — multi-currency, multi-jurisdiction, automated.
SynVelX™AI Risk EngineOlyPay™Cross-border
Stage 06 Returns, Waterfall & Investor Liquidity Project cash flows trigger automated waterfall execution via OlyPay™ — distributions to LPs calculated against LPA waterfall provisions without fund administrator manual processing. LP-visible reporting through SynVelX™ dashboards in real time. Secondary liquidity via OlyEx™ token marketplace upon launch (target 2027–2028) — ERC-1400 / ERC-3643 compliant transfers, whitelist-gated institutional trading. Sponsor buyback floor at 1.55× for qualifying investors upon milestone achievement.
OlyPay™WaterfallOlyEx™1.55× Buyback
Technology Foundation

Blockchain + AI —
The Engine Behind the Infrastructure

The financial engineering is institutional. The technology that enforces it is proprietary. KKR, Apollo, and Blackstone are only now integrating blockchain platforms through third-party providers. OTGM Capital runs its own — purpose-built for the legal and capital architecture it governs.

ERC-1400 · Smart Contract Compliance Security token governance embedded at the smart contract layer. Transfer restrictions, investor whitelisting, and KYC/AML enforced before transactions clear — not reviewed after. Compliance is structural, not procedural. ERC-3643 (T-REX Protocol) for institutional-grade cap table management and on-chain investor registry.
AI Risk Engine · Real-time Intelligence PyTorch and scikit-learn AI models operating continuously across every portfolio position — credit scoring, DSCR monitoring, covenant tracking, and early-warning alerts. Not a quarterly risk report. A live risk environment that surfaces issues before they become defaults. Integrated with SynVelX™ to trigger governance actions automatically upon threshold breaches.
SynVelX™ · Orchestration Core The financial operating system that holds the architecture together. Built in Go (Golang) for high-performance concurrency — the same language powering Binance and Coinbase's critical infrastructure. SynVelX™ validates, enforces, and records every capital movement, governance decision, and LP interaction across all five layers simultaneously, in real time.
OlyPay™ · Programmable Settlement Cross-border settlement rails eliminating reliance on traditional correspondent banking for LP distributions and project capital flows. Automated waterfall execution against LPA terms. Multi-currency, multi-jurisdiction payments — stablecoin and digital asset settlement support. Settlement is not a manual process at OTGM Capital. It is a governed event that runs.
OlyEx™ · Institutional Token Market The secondary market environment for OTGM-structured digital securities — targeting operational launch 2027–2028. ERC-1400 transfer restrictions enforced at the exchange layer. Whitelist-only institutional trading. DTCC Project Ion interoperability planned for US institutional investor participation. Liquidity designed to be compliant from day one of token issuance — not retrofitted.
NovaDC™ · Sovereign Digital Backbone Tier IV data center in Mexico City hosting SynVelX™, tokenization frameworks, AI risk engines, and multi-chain blockchain nodes — eliminating dependency on shared cloud infrastructure (AWS, Azure, GCP) for mission-critical financial operations. 99.9999% uptime design. Fault-tolerant N+1 redundancy. Physical and computational sovereignty for the ecosystem's most sensitive capital operations.
WayFin™ · Structured Credit Engine Origination and underwriting of structured credit, mezzanine facilities, trade finance, factoring, and hybrid instruments — with AI-driven credit scoring and continuous DSCR monitoring. Integrates directly with SPV governance and capital deployment controls through SynVelX™. The missing credit infrastructure layer for LatAm mid-market assets that banks will not serve.
MortiFy™ · PropTech Data Layer Real asset data — property valuation, title registry, occupancy rates, and cash flow metrics — flowing directly into LP reporting dashboards and token pricing models via MortiFy™. The digital security and its underlying physical asset share the same data layer. No reconciliation gap between what the token represents and what the asset delivers. Real-time property intelligence for institutional decision-making.
Market Context
KKR and Apollo have only recently backed blockchain infrastructure platforms (Corastone, 2025) to manage private fund administration. Blackstone is integrating digital infrastructure separately from its legal and capital structures. OTGM Capital's SynVelX™ was purpose-built to unify all of these functions — legal governance, capital execution, token compliance, and AI risk monitoring — as a single operating system from inception. That integration is the differentiator.
Deployment Sectors

Where Capital
Is Actually Deployed

Real-world assets in markets where the gap between asset quality and capital access is widest — and where institutional financial engineering creates the most transformative impact.

01 Infrastructure & Energy Roads, ports, power generation, transmission, renewable energy, and strategic national infrastructure projects across Latin America. High DSCR potential, long-duration cash flows, and defensive return profiles that attract pension funds and sovereign investors at the institutional level. Primary TAM: USD 150B+ annual LatAm gap. Ticket: USD 10M – 300M+ · Returns: Infrastructure yield profile
02 Real Estate & PropTech Institutional-grade residential, commercial, mixed-use, and hospitality real estate — tokenized via MortiFy™ for fractional ownership, secondary liquidity, and on-chain valuation feeds. LatAm PropTech market TAM exceeds USD 10B with 18% CAGR. Addresses the structural gap between development-stage assets and the institutional capital structures required to finance them. Ticket: USD 5M – 50M · ERC-1400 tokenized · MortiFy™ integrated
03 Agribusiness & Food Security Vertically integrated agricultural operations, food processing, commodity export logistics, and agricultural technology assets across Mexico, Central America, Colombia, and Brazil. USD 50B+ in bankable agribusiness assets remain undercapitalized due to structural absence of institutional-grade financing vehicles. WayFin™ structured credit layer addresses crop financing, equipment, and working capital needs. Ticket: USD 5M – 100M · WayFin™ credit · AI crop risk scoring
04 Private Credit & Trade Finance Structured credit facilities, mezzanine lending, trade finance, factoring, and revenue-based financing across the LatAm mid-market — the segment that banks have retreated from under Basel III capital requirements. Private credit is growing at double-digit rates globally. Apollo deployed tokenized private credit institutionally. OTGM Capital brings that model to the regions global PE has not reached. Ticket: USD 2M – 30M · WayFin™ · Structured returns · Quarterly distributions
05 Digital Infrastructure Data centers, connectivity infrastructure, cloud nodes, blockchain infrastructure, and digital financial platform assets — the foundational layer of the digital economy in Latin America. NovaDC™ positions OTGM Capital itself as an infrastructure-class asset in this category. The global Tier IV data center market exceeds USD 320B with 12% CAGR. Institutional investors allocate here for long-duration, defensive yield. Ticket: USD 10M – 200M · NovaDC™ model · Infrastructure-class yield
06 Mining & Natural Resources Mineral extraction, processing, and royalty assets across Latin America — one of the world's most resource-rich regions with persistent institutional capital access deficits. Gold, copper, lithium, and critical mineral assets structured through Delaware SPVs with royalty streaming, production financing, and off-take agreements as the return mechanism. ESG structuring available for qualifying assets. Ticket: USD 5M – 150M · Royalty streaming · Production financing
Return Architecture

How Capital Returns
to Investors

Returns are not promised — they are structured into the architecture from formation. Waterfall provisions, distribution mechanics, and liquidity pathways are embedded in the LPA before a single dollar is committed.

2.5% p.a. Founding Tranche USD $50M · Compounded annually · Early-stage founding capital
97.5% p.a. Tranches I–V USD 5M each · Compounded · Milestone-linked
1.55× Buyback Floor · Qualifying Investors Structured minimum on invested capital · Milestone-conditioned
Liquidity Pathways
01Project cash flow distributions per waterfall · Automated via OlyPay™
02OlyEx™ token secondary market · Target 2027–2028 · ERC-1400 compliant
03Tranche III–V raises creating partial secondary liquidity for earlier investors
04Strategic institutional capital events as AUM scales toward USD 2.9B (2031)
Geographic Deployment

Where the Capital
Actually Goes

Stage 1 deployment across 24+ markets in Latin America, Mexico, and North America — with institutional structuring appropriate to each jurisdiction.

United States — Texas (HQ)Operational
México — Infrastructure HubStage 1 Priority
Honduras — Control OfficeOperational
Colombia — Capital MarketsStage 1
Brasil — Fintech HubStage 1
Chile — PE & Family OfficesStage 1
Perú · Argentina · PanamáPipeline
Costa Rica · Guatemala · El SalvadorPipeline
UK · Singapore · UAE · HKStage 2
Germany · France · SpainStage 2 · EU MiCA
Deploy Capital Through OTGM Infrastructure
The Structure Either Works
or It Doesn't.

If you are an investor seeking institutional exposure to Latin American real-world assets through properly structured capital vehicles — or a project sponsor seeking the architecture your deal requires — the conversation begins here.

Important Disclosure. This page describes OTGM Capital Holdings Inc.'s financial infrastructure architecture for informational purposes only. It does not constitute an offer to sell or solicitation to purchase any securities, digital assets, or financial instruments. All investment opportunities described herein are available exclusively to qualified investors pursuant to applicable securities law exemptions including Regulation D Rule 506(c) and/or Regulation S. Target returns are management objectives based on financial projections and do not constitute guarantees of future results. Prospective investors must conduct independent due diligence and consult qualified legal, financial, and tax advisors. Securities referenced have not been registered under the Securities Act of 1933, as amended. Forward-looking statements reflect management estimates. · Architecture diagrams are illustrative representations of OTGM Capital's operating framework as of Q1 2026.
OTGM Capital Holdings Inc. Delaware, United States of America © 2026 — All Rights Reserved otgmcapital.com · invest.otgmcapital.com