Frequently Asked
Questions

Omnes is a financial technology company that develops institutional investment products designed to bring real world assets onto blockchain infrastructure. The firm’s first product, the Omnes Mining Note (OMN), provides strucutred exposure to Bitcoin production through tokenized securities backed by industrial scale mining hashrate.

Omnes is headquartered in the Emirate of Abu Dhabi, United Arab Emirates, with operations structured through its affiliated entities in the City of Luxembourg, Luxembourg and thre Canton of Zug, Switzerland.

Omnes differs from traditional Bitcoin mining companies by transforming hashrate into a financial instrument rather than operating as a mining enterprise. Traditional miners generate revenue through infrastructure ownership and energy operations, while Omnes packages institutional-scale hashrate into structured investment products. This allows investors to gain direct exposure to Bitcoin’s mining economics without managing hardware, facilities, or operational risks, all within a transparent and securitized framework.

Hashrate is the computational power securing the Bitcoin network. It measures how many calculations are performed each second to validate transactions and produce new blocks for the Bitcoin blockchain. A higher hashrate increases network security, stability, and resilience, making it a key indicator of Bitcoin’s overall strength and integrity.

OMN is an institutional-grade security that provides direct exposure to yield via the Bitcoin network’s computational infrastructure (hashrate). Each OMN is backed by and represents one petahash per second (1 PH/s) of hashrate over a fixed 36-month term. Hashrate for the OMN is aggregated by Omnes from insitutional-grade Bitcoin mining facilities.,allowing investors to participate in institutional-grade Bitcoin mining economics without without the burden and risks of owning, operating and maintaining physical Bitcoin mining hardware and related infrastructure.

Each OMN is backed by one petahash per second (1 PH/s) of Bitcoin hashrate deployed for a fixed 36-month term. During this period, Bitcoin generated through block rewards and network fees accrues to each OMN. At maturity, investors receive the total Bitcoin mined and accrued to the note, net of predefined offering fees and expenses. OMN holders benefit directly from Bitcoin mining rewards and price appreciation, with no caps or performance fees.

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.

The OMN is a secured zero coupon debt note security, with full and final repayment at the 36-month maturity date of the OMN, in the form of Bitcoin generated and accrued to the OMN, less predefined OMN offering fees and expenses.

The OMN offers exposure to yield via Bitcoin mining economics with a focus on better risk adjusted returns. Unlike Bitcoin or Bitcoin mining stocks, the OMN converts hashrate into a yield-producing asset that captures both Bitcoin mining rewards and Bitcoin’s upside while reducing volatility tied to market sentiment or corporate performance.

Yes, the OMN offering is a secured offering. Omnes is working with top tier institutions to safeguard investor capital.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.

To secure the OMN offering, Omnes is (i) appointing a third party security agent, and (ii) pledging in favour of the noteholders (a) the Bitcoin generated and accruing to each OMN, and (b) the hashrate that will back each OMN. OMN noteholders will have a senior secured creditor status with recourse to the pledged assets through the appointed security agent.

To safeguard investor capital, Omnes has appointed (i) an instutional-grade custodian to custody all Bitcoin generated by the hashrate backing each OMN, and (ii) a top-tier auditor for audited financials.

The OMN is for natural or legal persons who are professional investors. Professional investors are natural or legal persons 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 in the OMN of at least USD 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 the laws and regulations applicable to them to invest in the OMN. For more information, please refer to the OMN private placement memorandum, the subscription agreement and other offering documentation.

$100,000 USD.

To access offering documents and subscribe, investors must first create an account on the Omnes platform. Once verified, they can download all offering materials, including the Private Placement Memorandum and Subscription Agreement. After reviewing the documentation, investors can complete their subscription and purchase OMN tokens directly through the platform’s secure interface.

Performance reports are issued quarterly, providing detailed insights into mining output, hashrate allocation, and operational performance. Audited summaries and custodian attestations are published annually to maintain full transparency for investors.

Yes. After the initial offering and the expiration of the 40 day lock up period, OMN may be transferred between eligible non U.S. investors on the Omnes platform through peer to peer transactions or through approved secondary venues that meet the required compliance standards.

Transparency is maintained through continuous on-chain visibility and independent verification. Each investor receives access to a dedicated OMN dashboard that provides real-time access to OMN performance metrics, including total hashrate, uptime, and Bitcoin mined daily. In addition, Omnes issues weekly performance reports, annual audited summaries, and custodian attestations, ensuring investors can independently verify both operational and financial performance at any time.

Tax treatment depends on each investor’s jurisdiction. OMN does not constitute a regulated security, and Omnes does not provide tax advice. Investors are responsible for assessing any potential income or capital-gains obligations related to mining rewards or asset appreciation under their local laws. Independent tax counsel should be consulted prior to investment.

Yes. Investors will have access to an periodic reporting that details mining performance, Bitcoin output, and operational metrics. Omnes also engages a big four independent auditor to review hashrate allocation, custody balances, and accounting procedures to maintain full institutional transparency.

Investors receive subscription documentation, proof of token allocation, and detailed performance statements. Annual audit reports and custodian attestations are also provided to support internal accounting, administration, and compliance requirements

All returns are distributed in Bitcoin to each investor’s designated wallet at maturity.