BLOCKCHAIN MOMENTUM, L.P. BC MOMENTUM MANAGEMENT, LLC General Partner 9465 Counselors Row, Suite 200 Indianapolis, Indiana 46240 (317) 941-0908
Minimum Investment: General Partner: Investment Advisor: Incentive Allocation: Management Fee: Withdrawal:
$100,000 BC MOMENTUM MANAGEMENT, LLC ETF MOMENTUM INVESTING, LLC 20% with High Water Mark 2% 90 day lockup with quarterly withdrawal on 30 days notice EXECUTIVE SUMMARY
This is a summary of certain provisions of the confidential Private Offering Memorandum of BLOCKCHAIN MOMENTUM, L.P. and is intended only for reference. It is neither complete nor exact, and is qualified in its entirety by reference to the more detailed information appearing in the Private Offering Memorandum and in the Agreement of Limited Partnership. Capital Contributions received before the first business day of the month will be effective as of the first business day of the month in which said capital contribution is received. Capital Contributions received after the first business day of the month will be effective the first Business Day of the month following the month in which said capital contribution is received. Investment Objectives The primary investment objective of the Partnership is the growth of capital. The primary business of the Partnership is the buying and selling of cryptocurrencies and companies that are working to support the digital asset industry and/or have business models based on the increased adoption of blockchain technology. The General Partner has selected ETF Momentum Investing, LLC to serve as the Partnership's “Investment Advisor”. The General Partner has selected the Investment Advisor because of the Advisor's demonstrated proficiency trading cryptocurrency assets and because of the Advisor's track record of building and successfully implementing rules-based, trend following, investment programs across various asset categories. As the Investment Advisor, ETF Momentum Investing, LLC exercises discretionary authority over the Partnership's trading activity and is responsible for the day-to-day management of the Partnership's portfolio. The General Partner intends to use momentum investing strategies offered by the Investment Advisor to achieve portfolio gains while seeking to reduce the severity and frequency of loss. The General Partner believes that allowing the Investment Advisor to tactically allocate Partnership capital between various cryptocurrencies, real assets and cash should provide capital gains for the Partnership in excess of what could be expected from a passive investment in cryptocurrencies. It is also the opinion of the General Partner that
utilizing a rules-based, trend following investment program, such as the one being offered by the Investment Advisor, will reduce portfolio drawdowns and minimize volatility when compared to passive investments in cryptocurrencies and blockchain related assets. Digital and real assets will be added to the Partnership's portfolio when, in the opinion of the Investment Advisor, those assets appear to be exhibiting certain technical characteristics that indicate an opportunity for capital appreciation. Digital and real assets will be removed from the Partnership's portfolio when, in the opinion of the Investment Advisor, those assets appear to be exhibiting certain technical characteristics signaling they should be sold from the portfolio to prevent a loss. The Investment Advisor intends that at least 80% of the Partnership's assets will be invested in cryptocurrencies or cash at all times. Aggregate capital committed to Initial Coin Offerings (ICOs), public and private equity and other non-cryptocurrency digital assets may not exceed 20% of total partnership assets at any time, for any reason. The Partnership does not intend to utilize leverage. To best protect Partnership capital, when gaining exposure to equities and cryptocurrencies, the General Partner and Investment Advisor intend to exclusively use Exchanges and Custodians that are domiciled in the United States. Interactive Brokers based in Greenwich, Connecticut will provide brokerage and custody services for the Partnership's publicly traded equity holdings. The following three exchanges will facilitate cryptocurrency trading and custody services: itBit, Gemini and GDAX (New York, New York, and San Francisco based respectively). All Custodians must maintain good standing with U.S. regulators and must provide FDIC insurance on U.S. dollar cash balances. The Partnership ordinarily will invest in securities and cryptocurrencies that trade in sufficient volume to allow for swift execution of transactions. However, this may not always be the case and it is possible that at times portions of Partnership assets could become illiquid. Positions in securities or cryptocurrencies may be held for very short periods, even as brief as a portion of one day. The Partnership may also engage in short sales of securities and currencies in pursuit of partnership objectives. It is the goal of the Investment Advisor to execute securities and cryptocurrency trades to exploit momentum anomalies that academic research has indicated exist in various publicly traded asset classes around the globe. Trade decisions will be based on proprietary and non-proprietary momentum signals that are the result of the Investment Advisor's research. The Investment Advisor will use a combination of momentum models, technical indicators and portfolio construction rules to build the Partnership's portfolio. It is the opinion of the General Partner that the Investment Advisor has exhibited the ability to effectively capture price trends in cryptocurrencies and securities while effectively managing portfolio risk. The benchmark for performance and volatility comparisons for the Partnership's assets will be the daily closing price of Bitcoin (BTC) measured in U.S. dollars. The S&P 500 may also be referenced in reports and performance documents for informational purposes only. The Investment Advisor intends to incorporate numerous diverse momentum strategies into the management of Partnership assets at all times. Although similar in intent, each included strategy intentionally employs different signals which, in the opinion of the Investment Advisor, will work in conjunction to lower overall portfolio volatility. Diversification is achieved through maintaining a low correlation between invested trends and by portfolio construction rules. The General Partner and Investment Advisor believe the
Partnership is able to reduce risk by increasing the number of trends to which Partnership assets are allocated. The General Partner and Investment Advisor intend that by increasing trend diversification, the Partnership can mitigate the portfolio impact from a single trend change, although this may not prove to be an effective risk management tool. Models are executed manually, with indicators and signals being generated by systems that are constantly monitored by the Investment Advisor. These models use a wide array of technical indicators to identify price patterns that each model identifies as offering a high probability of continued price appreciation. Certain models are using algorithms designed to find mini trends and directional movements which produce multiple signals, while others seek to generate signals for more medium term positional trades. All models, whether manual, semi-automated or fully automated, are subject to errors - human, technical or otherwise. The General Partner and the Investment Advisor seek to minimize such errors however, the possibility for such errors are inherent within all model-driven portfolios. Cryptocurrencies and cryptocurrency exchanges add additional portfolio risks such as theft, cyber-attack, regulatory risk, and other risks both known and unknown that could be associated with newly created financial instruments. Consistent risk management and capital preservation represent a key element of the Partnership's investment objective. The General Partner has selected the Investment Advisor because of the risk management controls the Investment Advisor has incorporated into its models and because of the Investment Advisor's experience with capital markets, trend following, ETFs, portfolio construction, Cryptocurrencies, investment theory and risk mitigation. The trading models are not based on any set level of activity, and there will, therefore, be occasional periods with significantly less trading. This will most often occur under market conditions in which there are no changes in definitive indicators, signals, or trends. In summary, both the General Partner and the Investment Advisor believe that diversifying Partnership capital across multiple logic-based momentum strategies developed specifically for investing in cryptocurrencies and blockchain related companies will deliver capital appreciation and loss mitigation when compared to the benchmark and measured over full market cycles. Managers of General Partner The General Partner is responsible for implementing the general investment objectives of the Partnership. The General Partner will administer the affairs of the Partnership, coordinating and administering all financial activities, including preparation of tax returns, financial statements and, to the extent deemed advisable or appropriate by the General Partner, special financial reports and statements to Limited Partners. The General Partner has designated an affiliate, ETF MOMENTUM INVESTING, LLC, as the trading advisor (the “Trading Advisor”) of the Partnership. The Trading Advisor will manage the Partnership’s investment portfolio on a discretionary basis consistent with the objectives of the Partnership as well as certain of the Partnership’s affairs, the authority over which is delegated to the Trading Advisor by the General Partner. The General Partner was organized on July 19, 2017 solely to serve as general partner to the Partnership; it has not transacted and does not transact any business other than that associated with organizing and operating the Partnership.
JOHN R. SARSON is the founder and sole manager of both the General Partner and Investment Advisor. He began his professional and financial services career in the securities industry in 2003. He has been employed by Lord, Abbett & Company (September 2003 to October 2005), Dreyfus Service Corporation (October 2005 to October 2007) and Guggenheim Investments (“Guggenheim”) (November 2007 to July 2015). At his most recent position with Guggenheim, Mr. Sarson held the title of Regional Vice President in charge of the New York City region. His role at Guggenheim involved financial advisor education as well as distribution. Mr. Sarson has been trained in Modern Portfolio Theory, Portfolio Construction Theory, Post-Modern Portfolio Theory, Technical Analysis, Momentum Investing, Closed-End Fund Arbitrage, Exchange Traded Funds, Exchange Traded Notes, Trusts and other product structures while at Guggenheim or its predecessors. He has trained thousands of financial advisors on product structure, portfolio construction, investment theory, cryptocurrencies, technical analysis, and trend following both in New York and throughout the Northeast. Mr. Sarson left Wall Street in 2015 and founded ETF Momentum Investing, LLC, a financial advisory firm located in Indianapolis, Indiana, through which he has developed a variety of proprietary momentum based investment models, some of which may be used in part or in whole while managing Partnership assets. Mr. Sarson is also the managing member of AX Momentum Management, LLC, an affiliated entity and the general partner of AX Momentum, L.P. Mr. Sarson attended the University of Notre Dame in South Bend, Indiana where he earned a Bachelor of Arts in 2003 with a focus in History. He is FINRA Series 7 (General Securities), FINRA Series 24 (General Securities Principal) and FINRA Series 66 (Uniform State Investment Advisor Law Examination) licensed. STEPHEN POWAGA is a managing director of ETF Momentum Investing, LLC, focusing on market anomaly research. Mr. Powaga has spent his professional services career developing corporate and investment strategies for companies ranging from Fortune 500 members to early stage firms. He has aided firms in strategy development, market anomaly analysis, quantitative research, fund raising initiatives, research and development funding decisions as well as private market transaction negotiations. Mr. Powaga possesses diverse valuation skills ranging from business development to technical market analysis. Mr. Powaga began his professional services career in March 2005 at Ocean Tomo, an intellectual property merchant banc located in Chicago, Illinois as an analyst/associate. From August 2008 to May 2010, Mr. Powaga attended the Darden School of Business at University of Virginia and held a summer associate position at JMH Capital, in Waltham, MA from June to July 2009. He then served as a business development consultant at Gencia, Corp. in Charlottesville, VA from August 2010 to March 2011. From December 2010 to October 2011, he was an associate at 284 Partners, LLC in Chicago, Illinois where he focused on intellectual property valuation. From February 2012 through January 2014, Mr. Powaga served as a corporate planning manager for LS9, a Khosla and Flagship Ventures funded industrial biotechnology company. Prior to joining ETF Momentum Investing LLC, he co-founded Industrial Microbes (February 2014 to present), a leading early stage biotech firm located in Emeryville, CA. Mr. Powaga is also a member of AX Momentum Management, LLC, an affiliated entity and the general partner of AX Momentum, L.P. Mr. Powaga was awarded a Bachelor of Science degree in Computer Science from the University of Notre Dame (May 2003) and a Master’s degree in Business Administration from the Darden Graduate School of Business Administration at the University of Virginia (May 2010). He is FINRA Series 65 (Uniform Investment Adviser Law Examination) licensed. Limited Partner Reports At the end of each calendar year, the Partnership will send all Partners financial statements audited by the Partnership’s independent accountants. Each Partner will be furnished with tax information for preparation of their respective tax returns. Each Partner will also receive monthly progress reports and certain other reports as the General Partner may deem appropriate.
Erisa and Other Tax Exempt Entities Entities subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and other tax-exempt entities may purchase Partnership Interests. However, investment in the Partnership by such entities requires special consideration. Since the Partnership is permitted to borrow, tax-exempt Limited Partners may incur an income tax liability with respect to their share of the Partnership’s “unrelated business taxable income.” Trustees or administrators of such entities should consult their own legal and tax advisers. Certified Public Accountants The Partnership has retained Kaplan & Company, 200 N. Fairway Dr. - Suite 172, Vernon Hills, IL 60061 Office: (847) 272-0001 Ext 105 Fax: (847) 549-3698, as its independent accountants.
THE FORGOING STATEMENT OF INVESTMENT PHILOSOPHY AND INVESTMENT PROCESS IS A BRIEF EXECUTIVE SUMMARY OF THE INFORMATION CONTAINED IN THE PRIVATE OFFERING MEMORANDUM OF BLOCKCHAIN MOMENTUM, L.P. THIS EXECUTIVE SUMMARY IS NOT TO BE CONSTRUED AS AN OFFER TO SELL SECURITIES OF OR ANY INTEREST IN BLOCKCHAIN MOMENTUM, L.P. OR AS AN INVITATION OR SOLICITATION FOR OFFERS TO BUY SECURITIES OF OR ANY INTEREST IN BLOCKCHAIN MOMENTUM, L.P. THIS EXECUTIVE SUMMARY IS NOT TO BE CONSTRUED AS A SUBSTITUTE FOR THE PRIVATE OFFERING MEMORANDUM AND SHOULD BE CONSIDERED ONLY IN CONJUNCTION WITH THE PRIVATE OFFERING MEMORANDUM, THE AGREEMENT OF LIMITED PARTNERSHIP, AND THE SUBSCRIPTION DOCUMENTS; ALL OF WHICH SHOULD BE CONSIDERED AS A WHOLE, IN MAKING THE INVESTMENT DECISION. NOTHING TO THE CONTRARY WITHSTANDING CONTAINED HEREIN, POTENTIAL INVESTORS ARE CAUTIONED THAT THEY MAY RELY ONLY UPON INFORMATION CONTAINED IN THE PRIVATE OFFERING MEMORANDUM OF BLOCKCHAIN MOMENTUM, L.P., THE AGREEMENT OF LIMITED PARTNERSHIP OF BLOCKCHAIN MOMENTUM, L.P. AND THE RELATED SUBSCRIPTION DOCUMENTS.