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 18 months, paid in Bitcoin.

The life of a note: from commencement, expected 1 December 2026, to maturity 18 months 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 December 2026

A report to noteholders every quarter, six in all

Maturity18 months 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
Total expense ratio
3%included in the price of the note
Performance fee
None
Tenor
18 months
Eligible investors
Professional investors (MiFID II), non-US, non-Canadian 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.

A total expense ratio of 3%, included in the price of the note, and no performance fee.

Total expense ratio
3%, included in the price of the noteIt covers the fees, costs and expenses the issuer owes in connection with the notes, including mining fees.
Performance fee
NoneNo performance fee is charged on the Bitcoin distributed at maturity.
Mining fees
Reimbursed out of the total expense ratioFees charged for mining with the notes’ hashrate are reimbursed by the issuer into the Bitcoin custody account, from a reserve funded out of the total expense ratio.
Tax liabilities
Not included in the total expense ratio, 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
Fees in the last 144 blocks
Bitcoin price

Connecting to mempool.space Block Next adjustment

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 professional investor status are verified, you can invest in offerings without repeating the onboarding process.

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

    Begin by creating an account and verifying your identity. Complete your investor profile, professional investor 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 your notes 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 an 18-month 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 an 18-month 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. The total expense ratio is 3%, included in the price of the note, with 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 OMN?

OMN is available only to natural or legal persons who qualify as professional investors under Annex II of MiFID II or the equivalent rules in their country of residence, who invest at least US$100,000, and who are not US or Canadian persons, not in a restricted jurisdiction and not otherwise restricted from investing. For more information, see the private placement memorandum, the subscription agreement and the 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
ir@omnes.io

Send a message to investor relations

Please do not include account numbers or other sensitive details.

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Omnes

Welcome to Omnes: important information.

This website (www.omnes.io) is operated by Omnes Securities S.à r.l., the management company of Omnes Securities Fund, and is provided for information only. The Omnes Mining Notes offered in reliance on Regulation S (the “Notes”) are offered only by private placement to Eligible Investors (as defined in the Website Terms): persons who are professional clients within the meaning of Annex II to Directive 2014/65/EU (“MiFID II”), or would be if they were clients of an EU investment firm, who are not U.S. persons, and who are not Restricted Persons (as defined in the Website Terms, which include persons subject to sanctions). The Notes are not available to retail investors in any jurisdiction.

Please read this page in full. To enter, you must confirm each statement below by clicking “I Agree”. If you cannot, click “I Do Not Agree” and leave this website.

Jurisdiction restrictions

  • United States and Canada: This website is not directed at, and must not be accessed by, any person resident or located in the United States or Canada or any U.S. person (as defined in Regulation S under the U.S. Securities Act of 1933, as amended). The Notes have not been and will not be registered under that Act, are not offered in the United States or to U.S. persons, and nothing on this website is an offer of the Notes in Canada.
  • United Kingdom: This website is directed only at persons who (i) have professional experience in matters relating to investments falling within Article 19(5), or (ii) fall within Article 49(2)(a) to (d), of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or (iii) are persons to whom it may otherwise lawfully be communicated. Any investment or investment activity to which it relates is available only to, and will be engaged in only with, such persons, and other persons must not act or rely on it.
  • European Economic Area: This website is directed only at persons who are both qualified investors within the meaning of Article 2(e) of Regulation (EU) 2017/1129 and professional clients or eligible counterparties within the meaning of MiFID II, and who are not acting for the account or benefit of a retail client.
  • United Arab Emirates: In the Abu Dhabi Global Market and the Dubai International Financial Centre, this website is not directed at Retail Clients (as defined in the rules of the ADGM Financial Services Regulatory Authority or the Dubai Financial Services Authority, as applicable). Nothing on it is a public offer of securities in the United Arab Emirates, and it has not been approved by the Capital Market Authority, the ADGM Financial Services Regulatory Authority, the Dubai Financial Services Authority or any other authority.
  • Other jurisdictions: This website is not directed at any person in a jurisdiction where its availability, or any offer of the Notes, would be unlawful or would require any registration, prospectus, approval, licence or other action that has not been taken.

By clicking “I Agree”, you confirm that:

  1. you have read, understood and agree to be bound by the Website Terms, the Global Privacy Notice and the Cookies Policy;
  2. you are an Eligible Investor, you are not resident or located in the United States or Canada, the jurisdiction restrictions above permit you to access this website, and your access is lawful in your jurisdiction;
  3. you understand that nothing on this website is an offer, solicitation or recommendation to invest, that any offer of Notes will be made only on the basis of the Offering Documentation (as defined in the Website Terms), which prevails over this website, and that an investment in the Notes is speculative and may result in the loss of your entire investment;
  4. you will make your own independent assessment with your own advisers, and will not pass any information from this website to any person who is not an Eligible Investor; and
  5. you will leave this website if any of these confirmations ceases to be true.

These confirmations are given under, and governed by, the Website Terms.

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