Bitcoin hashrate, as a security.

The Omnes Mining Note is a tokenized debt security backed by productive Bitcoin mining hashrate, structured under Luxembourg securitisation law.

One petahash per second, for 730 days, paid in Bitcoin.

The life of a note: from commencement, expected 1 November 2026, to maturity 730 days later, with a report to noteholders every quarter.

Bitcoin mined, or paid in place of undelivered hashrate, accrues in custody

Paid in Bitcoin at maturity

CommencementExpected 1 November 2026

A report to noteholders every quarter, eight in all

Maturity730 days later

Series 1 terms

Tranche 1, OMN Series 1
US$50,000,000

Exposure to Bitcoin mining output through hashrate supplied under a hashrate purchase agreement, without the burden of owning, operating and maintaining physical mining hardware.

How it is built
Minimum investment
US$100,000
Costs
3.75%of invested capital
Performance fee
None
Tenor
24 months
Eligible investors
Professional investors (MiFID II), non-U.S. and non-restricted persons
OMN backing
1 PH/s of Bitcoin hashrate

Returns are not guaranteed, and investors can lose some or all of their investment.

An institutional structure, in tokenized form.

The notes are issued by Omnes Securities Fund, a Luxembourg unregulated securitisation fund not supervised by the CSSF, from a segregated, ring-fenced compartment. Ownership is recorded in its Noteholder Register, which is definitive, and mirrored onchain on Base.

How the Omnes Mining Note is built. Select a party to hear its role.
  • Omnes Technology AG, the Hashrate Aggregator and an Omnes affiliate, delivers 1 PH/s of hashrate per note to the issuer under the hashrate purchase agreement, or pays Bitcoin in its place.
  • Omnes Securities Fund, the issuer, issues the notes from a segregated, ring-fenced compartment. Its management company is Omnes Securities S.à r.l.
  • The Bitcoin mined, or paid in place of hashrate, is held in custody with Zodia Custody (Europe) S.A.
  • Investors subscribe for and hold the notes, and are paid in Bitcoin at maturity.
  • Apex Corporate Trustees (UK) Limited, the security agent, holds the pledges for noteholders.
  • The issuer keeps the Noteholder Register, which is definitive, mirrored onchain as an ERC-3643 token on Base via Tokeny S.à r.l., which also provides the investor dashboard.

Supplies 1 PH/s of hashrate per note under the hashrate purchase agreement, or pays Bitcoin in place of hashrate it does not deliver.

Issues the notes from a segregated, ring-fenced compartment. A Luxembourg unregulated securitisation fund, not supervised by the CSSF.

Manages the issuer, Omnes Securities Fund.

Kept by the issuer as the definitive record of who owns the notes.

Mirrors the register onchain as an ERC-3643 token on Base, and provides the investor dashboard.

Holds the Bitcoin mined with the notes’ hashrate, and any Bitcoin paid in its place, in a dedicated custody account.

Holds the pledges over the issuer’s Bitcoin custody accounts and its claims under the hashrate purchase and custody agreements, for noteholders.

Professional investors subscribe for the notes and are paid in Bitcoin at maturity, after Costs and tax.

The note in detail.

The structure, parties and terms behind the Omnes Mining Note.

Instrument type
Debt note security
Offering type
Private placement
Legal structure
Luxembourg unregulated securitisation fund, with compartments
Domicile
Luxembourg
Investment currency
USD bank wire, USDT, USDC, BTC
Token price
Available upon request
Blockchain
Base
Tradability
Between whitelisted professional investors
ISIN
To be confirmed
Corporate service provider
Apex Fund Services S.A.
Legal counsel
Arendt & Medernach S.A.
Auditor
PricewaterhouseCoopers Assurance, Société coopérative (PwC Luxembourg)

The notes are secured by a pledge held for noteholders by an independent security agent.

Pledges held by the security agent

The notes are secured in favour of Apex Corporate Trustees (UK) Limited, acting for noteholders, by pledges over:

  • The issuer's Bitcoin custody accounts
  • The issuer's claims under the hashrate purchase agreement
  • The issuer's claims under the custody agreement

Only the security agent can enforce the security, and noteholders cannot direct it to unless the management company approves.

  • Custody at Zodia Custody

    Bitcoin from the notes' hashrate, and any Bitcoin paid in its place, is held by Zodia Custody (Europe) S.A., a crypto-asset service provider authorised by the CSSF under MiCA, in a dedicated custody account.

  • A ring-fenced compartment

    Each offering sits in its own segregated, ring-fenced and limited recourse compartment under the Luxembourg Securitisation Law of 22 March 2004, as amended.

  • Limited recourse and ranking

    Recourse is limited to the assets of the relevant compartment, and Costs and any tax liabilities rank ahead of noteholders.

Fees and expenses.

Costs set in the Offering Addendum, and no performance fee.

Costs
3.75% of invested capitalSet in the Offering Addendum and taken from the invested capital. The issuer uses Costs to pay all fees, costs and expenses it owes in connection with the notes.
Performance fee
NoneNo performance fee is charged on the Bitcoin distributed at maturity.
Mining fees
Reimbursed out of the CostsFees charged for mining with the notes’ hashrate are reimbursed by the issuer into the Bitcoin custody account, from a reserve funded out of the Costs.
Tax liabilities
Not included in Costs, and paid separately
Ranking
Costs and any tax liabilities rank ahead of noteholders in the priorities of payments

What the network pays.

Every block pays the miner that found it: newly issued Bitcoin plus the fees inside it. This is the last day of it, read live from the public chain.

Paid to miners in the last 144 blocks, about one day, at today's Bitcoin price
Paid in the last 144 blocks
Network hashrate, seven-day estimate
Omnes Hashprice Index, per PH/s a day
Bitcoin price

Connecting to mempool.space Block Next adjustment

The Omnes Hashprice Index is our own measure of what one petahash per second earns in a day: 144 × (block subsidy + average fees per block over the last 144 blocks) ÷ network hashrate in PH/s, at the current Bitcoin price, read live from public chain data.

About the Omnes Hashprice Index

Network figures are estimates from public chain data, not a forecast of what any note will pay.

Nownetwork hashrate

Network hashrate history, loading from mempool.space

Onchain capabilities for your tokenized assets.

OMN is built for onchain utility, with more integrations on the way.

  • Onchain representation

    OMN ownership is mirrored onchain, with initial deployment on Base.

    Base
  • Supported settlement assets

    Subscriptions are accepted in USD, USDC, USDT and BTC. Secondary transfers are supported in USDC, and USDT.

  • Cross chain interoperability

    Enable seamless movement of OMN across supported blockchain networks.

    Coming soon
  • DeFi collateralization

    Access liquidity by borrowing against OMN while maintaining your underlying exposure. Use OMN as collateral, subject to platform terms and liquidation risk.

    Coming soon

Subscription process.

Designed for efficiency and compliance: once your identity and accreditation are verified, you can invest in offerings without repeating the onboarding process.

Create an investor account
  1. Create an account or log in

    Begin by creating an account and verifying your identity. Complete your investor profile, accreditation status, and compliance requirements to gain access to the Omnes offering.

  2. Choose your investment

    Browse the Omnes Mining Note and specify your investment amount. Once selected, you will be guided through the subscription and funding workflow directly within your dashboard.

  3. Review and sign

    Electronically review and sign all subscription documents. You may then fund your investment via USD wire transfer, USDC, USDT or BTC and hold them securely within your account.

FAQs

All FAQs

What is the OMN (Omnes Mining Note)?

OMN is a secured, limited recourse debt note whose returns come from Bitcoin mining. Each note carries a notional hashrate allocation of one petahash per second (1 PH/s) over a 730-day term. The hashrate is supplied under a hashrate purchase agreement by the Hashrate Aggregator, Omnes Technology AG, an Omnes affiliate, which may pay Bitcoin in place of any hashrate it does not deliver, calculated using the Omnes Hashprice Index. Investors gain exposure to Bitcoin mining economics without the burden and risks of owning, operating and maintaining physical Bitcoin mining hardware and related infrastructure.

How does OMN generate returns for investors?

Each OMN carries a notional allocation of one petahash per second (1 PH/s) of Bitcoin hashrate over a 730-day term. During this period, the Bitcoin mined with that hashrate, together with any Bitcoin paid in place of undelivered hashrate, is held in custody for the issuer's compartment. At maturity, noteholders receive their pro rata share of that Bitcoin, after Costs and any tax liabilities, which rank ahead of noteholders. Costs are 3.75% of invested capital, as set in the Offering Addendum, and there is no performance fee. Returns are not guaranteed, and investors can lose some or all of their investment.

How is the OMN issued?

The OMN offering will be carried out by way of a private placement offering through a bankruptcy-remote Luxembourg securitisation fund as the issuer, structured under the Luxembourg Securitisation Law of 22 March 2004, as amended. The OMN tokens will be accessible for subscriptions through the Omnes portal powered by our partner tokenization platform.

Who can invest in the OMN?

The OMN is for natural or legal persons who are professional investors who (i) qualify as professional investors under Annex II to Directive 2014/65/EU in the European Union, (ii) have sufficient sophistication to invest in the Securities in accordance with the laws of their country of residence, and (iii) invest a minimum amount of at least US$100,000. Only natural or legal person professional investors who are (i) not from restricted jurisdictions, (ii) non-U.S., (iii) non-Canadian, and (iv) not restricted by applicable laws and regulations. For more information, please refer to the OMN private placement memorandum, the subscription agreement and other offering documentation.

Is it a secured offering and how is investor capital safeguarded?

Yes, the OMN offering is a secured offering. In accordance with the Luxembourg Securitisation Law of 22 March 2004, as amended, the Luxembourg securitisation fund issuer will have segregated, ring-fenced and limited recourse compartments for each of the issuer's offerings, protecting investors from any overspill of risks, liabilities and recourse between compartments.

The notes are secured in favour of a third-party security agent, Apex Corporate Trustees (UK) Limited, acting for the noteholders, by a pledge over the issuer's Bitcoin custody accounts and a pledge over its claims under the hashrate purchase agreement and the custody agreement. Only the security agent can enforce that security, and noteholders cannot direct it to unless the management company approves. Recourse is limited to the assets of the relevant compartment, and costs and tax liabilities rank ahead of noteholders.

Bitcoin for the notes is held by the custodian, Zodia Custody (Europe) S.A., and the issuer's audited financial statements are provided to noteholders once available.

Disclaimer

The information on this page is provided for general informational purposes only and is qualified in its entirety by the Website Terms. It does not constitute investment, financial, legal, tax, or other advice, nor an offer to sell or a solicitation of an offer to buy any securities.

Prospective investors should not rely on any content presented on this page for making investment decisions, as it may be incomplete, condensed, subject to change, or not tailored to individual circumstances. Instead, any investment consideration must be based solely on a thorough review of the Website Terms and the 'Offering Documentation' of the 'Investment Product' (in each case, as defined in the Website Terms), which supersede all information on this website.

No investment should be made without first obtaining and carefully reviewing these documents, along with independent advice from qualified professional advisors. For access to the Investment Product Offering Documentation, please create or log in to your account on the Omnes platform or contact us directly.

Get in touch with Omnes.

Complete the form and a member of the Omnes investor relations team will respond within one business day to discuss the OMN and your priorities.

Investor relations
[email protected]

Send a message to investor relations

Please do not include account numbers or other sensitive details.

Consent

Omnes

Welcome to the Omnes Website.

This website www.omnes.io and the information contained on it are provided by Omnes Securities S.à r.l. ("Omnes") solely for information purposes. Structured products are offered by way of private placement only to non-US investors who qualify as professional investors under MiFID II.

Please scroll through and read all terms carefully before agreeing. If you do not agree, you must immediately leave this website.

Terms of Access

1. Acceptance of terms

By clicking "I Agree" below, you confirm that you have read, understood, and agree to be bound by:

You further attest that you are a professional investor who is permitted to access this website and the information contained on it in accordance with applicable laws and regulations.

2. Geographical / jurisdiction restrictions

The availability and dissemination of information on this website may be subject to restrictions under applicable laws or regulations in certain jurisdictions.

The information on this website is not, and under no circumstances should be construed as being directed at, or intended for dissemination to, or use by any natural or legal person in any jurisdiction (whether such jurisdiction is determined by virtue of physical, virtual or registered office, domicile, nationality, or residence), where the dissemination or use of such information would be violating restrictions under applicable laws or regulations in such jurisdiction.

In particular:

  • United States and Canada: This website and the information contained in it should not be accessed by any US or Canadian natural or legal person (or anyone located in, resident in, or organised under the laws of the US or Canada). The information is not, and must not be construed as, an advertisement or public offering in the US or Canada.
  • United Kingdom: The information is directed only at UK investment professionals (as defined under the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended). It is not intended for retail investors.
  • European Economic Area ("EEA"): The information is directed only at EEA investment professionals and is not intended for retail clients (as defined in MiFID II).

Persons in any of the above jurisdictions (or any other jurisdiction where access would be unlawful) must not access this website.

3. Access at your initiative

By proceeding and accessing this website, you confirm that your access is not the result of or subsequent to any advertisement, article, notice or other communication published in any newspaper, magazine or similar media or broadcast over television or radio, or presented at any seminar or meeting accessible to the public, or any solicitation by a person not previously known to you in connection with investments generally.

Furthermore, by proceeding you hereby confirm the following representations and warranties are accurate and correct:

  1. I am a professional investor (as defined under MiFID II or the equivalent definition under the applicable law in my country of residence/registration) and I am eligible, in accordance with the applicable law, to request and receive this information.
  2. I have approached Omnes on my own exclusive initiative and this access does not come about as a result of any direct or indirect contact, solicitation, intervention, marketing, pre-marketing, arranging, advice, offering or placement efforts, nor as a result of any form of general solicitation or advertising by or on behalf of Omnes or its affiliates.
  3. To the extent I have already received any information, documentation or communication concerning Omnes (including the link to this website), it was sent to me at and after my own request and otherwise only upon my own initiative.
  4. Any decision to access this website or to consider any investment will be based solely on my own due diligence and review of materials received at my request.
  5. If any of the above representations becomes untrue or inaccurate, I will promptly inform Omnes in writing.

4. Validity

If any provision of these terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision and the other provisions of the website shall remain in full force and effect.

5. Governing law and jurisdiction

These terms of access will be governed by, construed, interpreted and applied in accordance with the laws of the Grand Duchy of Luxembourg, without regard to its conflict of laws principles. Any dispute, claim or difference arising out of or in connection with these terms of access, your access to and use of this website, or the subject matter or formation of either (including any non-contractual dispute, claim or difference) will be referred to and finally resolved by the courts of Luxembourg City, Grand Duchy of Luxembourg.

By clicking "I Agree" you acknowledge that:

  • This website and all information on it are provided on an "as is" basis with no representations or warranties.
  • Nothing on this website constitutes an offer, solicitation or invitation to invest. Any investment into an Investment Product will only be made on the basis of definitive offering documentation.
  • You access the website entirely at your own risk and initiative.