Dear potential shareholders,DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.I'm happy to present a pass-through issued by myself in cooperation with
CipherMine, a
cryptocoin mining company which is listed on the
Litecoin Global Exchange.
This security is listed on the BTC Virtual Stock Exchange:
https://btct.co/security/CIPHERMINE-PTTo learn more about CipherMine and this security, please take a look at the prospectus below.
Feel free to
contact me here on the forums or via e-mail (
[email protected]). From
time to time I'm also available on freenode.net (IRC) with the nick dexX7.
Cheers!
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.1. Executive SummaryThis security represents a depositary receipt/pass-through of the CIPHERMINE security.
Listed on the virtual stock exchange BTC Trading Corp. Stock Exchange this security can be
found under the ticker symbol CIPHERMINE-PT:
https://btct.co/security/CIPHERMINE-PTUnderlying shares are issued by the cryptocoin mining company CipherMine which is quoted on
the virtual stock exchange Litecoin Global Exchange under the ticker symbol CIPHERMINE:
https://www.litecoinglobal.com/security/CIPHERMINECipherMine maintains a forum thread on LitecoinTalk:
https://forum.litecoin.net/index.php/topic,4582.0.htmlAccording to CipherMine, the company mines scrypt and SHA256 based cryptocoins with a
combination of heavily discounted CPU resources, GPU rigs, FPGAs and ASICs. Although the
focus lies on Bitcoin and Litecoin, mining clusters are diverted to other cryptocoins based on
profitability. Highly automated coin switching and trading is used to maximize performance.
Incoming profits are distributed to shareholders in form of dividends and partially used as re-
investment. To maximize an early-mover advantage, CipherMine aggressively invests in cutting-
edge technology like ASIC mining hardware.
This security acts as an extension of the underlying security CIPHERMINE and provides potential
users of the BTC Trading Corp. Stock Exchange a way to participate in trading virtual shares of
the cryptocoin mining company CipherMine nominated in Bitcoin.
Benefits of underlying shares will be passed through to shareholders of this security as defined
in the
Shareholder Agreement.
2. Business DescriptionCipherMine, the basis of this depositary receipt/pass-through, is a growth-oriented virtual
mining company which specializes in cryptocoin mining as well as high-performance computing.
Formed in June 2012, CipherMine was established by leading British IT entrepreneur Kate Craig-
Wood in partnership with Giles Russel, Ross Martyn and Simon Weald, two systems
administrators from Memset Ltd., and Jan, a DevOps specialist.
What started out as a hobby for Craig-Wood, has seen her set up a virtual company whose stellar
debut grabbed headlines around the world as shares soared 500 % following their initial public
offering on June 24 2013 on the virtual stock exchange LTC-GLOBAL.
Recognizing that there was room for an alternate cryptocoin, CipherMine believes that Litecoin
is that alternate.
More information about CipherMine can be found on
http://www.ciphermine.com.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.3. Definition of the MarketMining cryptocurrencies strengthens the underlying infrastructure and can be highly rewarding.
Because of the fast growth of this sector constant expansion and improvement is needed to stay
profitable and competitive. CipherMine, the company from which this security is derived, offers
a way for potential investors to benefit from mining and provides an option for all those who
like to take part in cryptocoin mining without the needs of larger initial investments or
maintaining own hardware.
This virtual security is directed to potential shareholders of the CipherMine security
CIPHERMINE and users of BTC-TC who wish to participate in trading CIPHERMINE shares
nominated in Bitcoin without the need of using another exchange.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.4. Products and ServicesThe operator is offering a redemption and deposit service which allows shareholders to
exchange CIPHERMINE and CIPHERMINE-PT shares.
How to redeem CIPHERMINE-PT shares on BTC-TC to CIPHERMINE shares on LTC-GLOBAL?1. Contact the operator of this security via an appropriate medium (
e-mail or
private message on
bitcointalk.org) and submit the exact number of CIPHERMINE-PT shares to redeem, the account
name on BTC-TC from which shares to redeem are sent and the account name on LTC-GLOBAL
to which shares should be transferred. Please also include the e-mail address used for the
registration on BTC-TC.
2. Transfer the exact amount (as stated in the message) of CIPHERMINE-PT shares to the BTC-TC
account
CipherMineTransfer via the
Internal Asset Transfer mechanism within approximately 360
minutes after the request message has been sent.
How to deposit CIPHERMINE shares from LTC-GLOBAL to CIPHERMINE-PT shares on BTC-TC?1. Contact the operator of this security via an appropriate medium (
e-mail or
private message on
bitcointalk.org) and submit the exact number of CIPHERMINE shares to deposit, the account
name on LTC-GLOBAL from which shares to redeem are sent and the account name on BTC-TC
to which shares should be transferred. Please also include the e-mail address used for the
registration on LTC-GLOBAL.
2. Transfer the exact amount (as stated in the message) of CIPHERMINE shares to the LTC-
GLOBAL account
CipherMineTransfer via the
Internal Asset Transfer mechanism within approximately
360 minutes after the request message has been sent.
No confirmation from the operator is necessary to initiate the share transfer.
Following the instructions given by the operator is mandatory for a successful share transfer
and shares received by the operator due to other means will be returned to the original sender.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.5. Organization and ManagementThis virtual security is managed by dexX7, a bitcointalk.org member. He acts as pass-through
operator and is approved by CipherMine.
https://bitcointalksearch.org/user/dexx7-104899Kate Craig-Wood is the principal founder of CipherMine, the underlying of this security. Her
principal responsibilities in CipherMine are business administration, finance and software
development.
https://bitcointalksearch.org/user/woodrake-99792Giles Russell is CipherMine’s ASIC rig builder and general mining hardware expert.
https://bitcointalksearch.org/user/evilscoop-98209Jan Heinicke-Clemm is the mining software specialist of CipherMine and maintains systems such
as CipherMine's private pools and Primecoin mining grid.
https://bitcointalksearch.org/user/johndorien-91526The CipherMine team consists furthermore of the following experts:
Richard West (as diversification services developer), Ross Martyn and Simon Weald (as systems
administrators at Memset Ltd.), Katie Olver (as CipherMine's press relations agent) and Liam
Devany (a developer who is responsible for maintaining ciphermine.com as well as the planned
industrial-computing.com sites).
More details about the CipherMine team can be found on
http://www.ciphermine.com.
6. Marketing StrategyPromotion of this virtual security and the underlying CipherMine is mainly done through word-
of-mouth marketing and advertisement on related cryptocoin forums and websites.
Katie Olver (CipherMine's PR agent) also obtained wide attention including coverage in the
Guardian's blog, as well as Forbes online and the Wall Street Journal.
The Guardian:
http://www.theguardian.com/technology/blog/2013/jul/01/bitcoin-virtual-fortune-crypto-currencyForbes:
http://www.forbes.com/sites/timworstall/2013/07/02/further-evidence-that-bitcoins-in-a-bubbleWall Street Journal:
http://blogs.wsj.com/moneybeat/2013/07/08/forget-bitcoins-litecoins-are-the-next-big-thing7. Financial ManagementDetailed information about the financial management and estimated returns of the underlying
CipherMine can be found in the current version of CipherMine’s business plan and business
model.
The related documents are updated frequently and available at
http://docs.ciphermine.com.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.8. Shareholder AgreementPLEASE MAKE SURE TO READ AND UNDERSTAND THE TERMS OF SERVICE OF THE
VIRTUAL STOCK EXCHANGE "BTC TRADING CORP. STOCK EXCHANGE" TO BE FAMILIAR
WITH ALL DEFINITIONS USED THROUGHOUT THIS SHAREHOLDER AGREEMENT AND
RELATED TERMS OF SERVICE.This virtual security ("CIPHERMINE-PT") represents a DEPOSITARY RECEIPT/PASS-THROUGH
of the underlying CIPHERMINE security.
CIPHERMINE shares are issued by the cryptocoin mining company CipherMine which is quoted
on the virtual stock exchange Litecoin Global Exchange ("LTC-GLOBAL"):
https://www.litecoinglobal.com/security/CIPHERMINE8.1 TerminologyThe term "CIPHERMINE-PT" (upper case) is used for this security.
"CIPHERMINE" (upper case) is used for the underlying security of this depositary receipt/pass-
through which is traded on LTC-GLOBAL.
"CipherMine" (camel case) refers to the virtual mining company CipherMine lead by British IT
entrepreneur Kate Craig-Wood. CipherMine is the issuer of CIPHERMINE shares.
The terms (potential) "INVESTORS" and (potential) "SHAREHOLDERS" are used to address
POTENTIAL USERS and USERS of BTC-TC, LTC-GLOBAL and potential users and users of the
virtual securities CIPHERMINE and CIPHERMINE-PT.
8.2 SharesVirtual shares of this security are nominated in BITCOIN and listed on the virtual stock exchange
BTC TRADING CORP. STOCK EXCHANGE ("BTC-TC") under the ticker symbol CIPHERMINE-PT:
https://btct.co/security/CIPHERMINE-PTEach CIPHERMINE-PT share represents one underlying CIPHERMINE share on LTC-GLOBAL.
CIPHERMINE-PT shares are backed by at least the same amount of CIPHERMINE shares held in
the account "CipherMinePT" on LTC-GLOBAL by the operator of this security.
The operator may increase the number of outstanding CIPHERMINE-PT shares, if the number of
CIPHERMINE shares in the account "CipherMinePT" on LTC-GLOBAL is higher than the number
of outstanding CIPHERMINE-PT shares on BTC-TC.
The number of underlying CIPHERMINE shares held by the operator is verifiable through a
public portfolio on LTC-GLOBAL:
https://www.litecoinglobal.com/portfolio/f781Cg==8.3 Voting RightsThe operator uses the mechanism provided on BTC-TC to raise motions.
Shareholders are eligible to participate in voting whereby each CIPHERMINE-PT share held by a
shareholder represents the weight of one voting right.
A motion is considered as approved on a majority of more than 50 % of approval votes.
The content of an approved motion will be adopted as soon as possible.
Within approximately 48 hours after a motion has been raised by CipherMine on LTC-GLOBAL,
the operator puts up a motion with a similar content on BTC-TC to extend his voting rights of
CIPHERMINE shares to shareholders of CIPHERMINE-PT.
Shareholders will be notified in advance, if the operator may be unable to forward a motion
within approximately 48 hours.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.8.4 DividendsShareholders of CIPHERMINE-PT may receive virtual dividends on a regular or irregular basis in
form of Bitcoin through the mechanism provided by BTC-TC.
Dividends issued by CipherMine and received by the operator on LTC-GLOBAL are passed
through to shareholders of CIPHERMINE-PT to an amount of 95 % of its converted value in
Bitcoin within approximately 48 hours.
In the case of a foreseeable event that the operator is unable to forward a dividend within this
timeframe, shareholders will be notified in advance and the dividend payout will be rescheduled
accordingly.
BTC-E (
https://btc-e.com) is used to determine the value of Litecoin. A trade within
approximately 60 minutes will be used as reference to calculate the conversion factor from
Litecoin to Bitcoin after a dividend has been received on LTC-GLOBAL.
8.5 Fees and Operating CostAn amount of 5 % of dividends received from CipherMine are retained by the operator as fee.
95 % of dividends are passed through to shareholders of this security based on the conversion
factor from Litecoin to Bitcoin determined as defined in the section
Dividends.
No additional costs for potential transaction, conversion or withdrawal fees are imposed.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.8.6 Share TransfersThe operator is offering a redemption and deposit service which allows shareholders to
exchange CIPHERMINE and CIPHERMINE-PT shares.
For further information about the process share transfer process, please take a look at the
section
Products and Services.
Shareholders are eligible to use this service twice every week.
The exchange is processed by the operator within approximately 48 hours.
Should the operator be unable to guarantee this timeframe or execute this service, shareholders
will be notified in advance.
No confirmation from the operator is necessary to initiate the share transfer.
Following the instructions given by the operator is mandatory for a successful share transfer
and shares received by the operator due to other means will be returned to the original sender.
Fraudulent attempts to hijack the share transfer process may result in an exclusion of the
malicious user from this service and will be announced publicly by the operator for the sake of
transparency.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.8.7 CommunicationThe operator uses the
Asset News channel of BTC-TC to publish important announcements or
information for shareholders of CIPHERMINE-PT.
The preferred medium of communication for public matters between shareholders and the
operator is bitcointalk.org. A dedicated thread shall be used for additional announcements,
information and discussion directly related to CIPHERMINE-PT, CIPHERMINE or CipherMine.
Shareholders may contact the operator via e-mail or the private message mechanism on
bitcointalk.org. Content discussed in non-public channels shall be treated confidently.
Shareholders will be notified in advance, if the operator may be unavailable longer than
approximately 72 hours.
Should BTC-TC become inaccessible or unusable by any means, the operator is going to use
bitcointalk.org to communicate with shareholders and may further try to reach out to
shareholders via e-mail.
8.8 DissolutionIn the event that the operator chooses to or is forced to close this security for any reason, the
following methods will be used for dissolution:
1. A new operator may be chosen by the operator to take over this security. Shareholders of
CIPHERMINE-PT are eligible to approve/disapprove the new operator by a motion.
2. Shareholders of CIPHERMINE-PT have the right to exchange CIPHERMINE-PT shares for
CIPHERMINE shares on LTC-GLOBAL. If applicable, this right is granted for at least four weeks.
3. All remaining underlying shares of CIPHERMINE will be sold on LTC-GLOBAL and the
proceeds will be distributed to the remaining CIPHERMINE-PT shares as a final dividend. This
option is to be considered as unfavorable and only applicable, if the other two options yield no
sufficient result and no other solution has been determined by a consensus of the operator and
shareholders.
DUE TO THE CLOSURE OF BTCT THIS CONTRACT IS PARTLY INACCURATE AND CM-PT SHARES ARE DIRECT SHARES NOW.