© 2020 Black Man­ta Cap­i­tal Part­ners S.à r.l.

SPiCE VC

SPiCE For fur­ther enquiries con­tact: investor@blackmanta.capital Ven­ture Cap­i­tal
Fund
Reg­is­ter FUND

Dig­i­tal Secu­ri­ties Ecosys­tem Leader

SPiCE is a Ven­ture Cap­i­tal fund pro­vid­ing its investors expo­sure to the mas­sive growth of the Blockchain and tok­eniza­tion ecosystem.

By com­bin­ing insti­tu­tion­al know-how, hands-on man­age­ment, entre­pre­neur­ial inno­va­tion, and pro­fes­sion­al invest­ment expe­ri­ence SPiCE’s man­age­ment team has been involved in hun­dreds of tech fund­ing rounds total­ing bil­lions of dol­lars as entre­pre­neurs, investors, and executives.
SPiCE VC invests glob­al­ly in com­pa­nies with win­ning prod­ucts and ser­vices main­ly with­in the blockchain and tok­eniza­tion ecosystem.

HISTORY

Found­ed in 2017, SPiCE VP was an impor­tant con­trib­u­tor to the legal and reg­u­la­to­ry struc­ture of the first gen­er­a­tion of dig­i­tal securities/security tokens.
Spun out lead­ing issuance and life­time com­pli­ance plat­form Secu­ri­tize for the dig­i­tal secu­ri­ties indus­try in late 2017.
A pio­neer and world-renowned leader in tok­eniza­tion with a focus on invest­ments in ear­ly-stage com­pa­nies which are like­ly to ben­e­fit the most from the growth of the industry.
First Dig­i­tal Secu­ri­ty to be list­ed on Fusang Exchange.
First ful­ly com­pli­ant liq­uid ven­ture cap­i­tal fund.
After the 1st round of fund­ing in 2018 (over 11 mil­lion Tokens issued and approx­i­mate­ly USD 17 mil­lion of assets under man­age­ment) SPiCE is now open for the 2nd clos­ing of the fund and looks to raise $100 million.

INVESTMENT STRATEGY

SPiCE VC regards the tokens as a means to deliv­er liq­uid­i­ty and inclu­siv­i­ty to the fund and its invest­ment the­sis cov­ers both blockchain and non-blockchain start-ups, includ­ing sec­tors such as arti­fi­cial intel­li­gence, aug­ment­ed reality/virtual real­i­ty, cyber­se­cu­ri­ty, and Inter­net of Things. This may pro­vide much bet­ter diver­si­fi­ca­tion to token­hold­ers and a bal­anced and less volatile port­fo­lio across tech­nol­o­gy start-ups.

 

SPiCE is wide­ly regard­ed in the indus­try as experts on secu­ri­ty tokens/digital secu­ri­ties and con­tin­ue to max­i­mize their com­pet­i­tive advan­tage in this fast-expand­ing market.

 

More infor­ma­tion about the Com­pa­ny can be found under https://spicevc.com/

The cur­rent Port­fo­lio of the fund can be found on the bot­tom of the page.

INVESTMENT SECTORS

Tok­eniza­tion Infra­struc­ture and Ecosystem
Com­pa­nies and projects using Secu­ri­ty Tokens as fund­ing mechanism
Core Blockchain Companies

Over­all dis­tri­b­u­tion across asset class­es as of June 30, 2020

THE TEAM

Com­bin­ing insti­tu­tion­al know-how, hands-on man­age­ment, entre­pre­neur­ial inno­va­tion and pro­fes­sion­al invest­ment expe­ri­ence SPiCE’s man­age­ment team has been involved in hun­dreds of tech fund­ing rounds total­ing bil­lions of dol­lars; as entre­pre­neurs, investors, and executives.

Tal Elyashiv, Car­los Domin­go, Rene Eichen­berg­er (from left to right)

Founder & Man­ag­ing Part­ner — Senior exec­u­tive, ser­i­al entre­pre­neur and investor

CIO at Cap­i­tal One, CIO at Bank of Amer­i­ca; COO at Bond­Desk; CTO & Head of New Busi­ness­es at 888;

Founder SPiCE VC, Secu­ri­tize; Founder and CEO (Navion, Exac­tor, Yallo);

Over a decade of ear­ly stage invest­ing and board mem­ber­ships (Humavox,365Scores, Zoomd, Jobook­it, Focal­in­fo, etc.)

Founder & Gen­er­al Part­ner — Senior exec­u­tive, ser­i­al entre­pre­neur and investor

CEO of Tele­fon­i­ca R&D, CEO New Busi­ness and Inno­va­tion Tele­fon­i­ca Dig­i­tal, CEO Exten­sis, CEO Lizardtech, CEO Celartem;

Founder Wayra, Sling Ven­tures, Dubai Angel Investors, SPiCE VC, Securitize;

Ven­ture part­ner at THCAP and an ear­ly stage investor (Star­tupx­plor­er, Novicap,Blinkfire, Chic­fy, Ula­box, etc.).

Gen­er­al Part­ner — Pri­vate Equi­ty and Ven­ture Cap­i­tal leader

Dr. Rene Eichen­berg­er found­ed Cross­bow Ven­tures (a $200 m AUM VC fund), as well as a founder and CEO of Horizon21 (over $10 bn in assets). In addi­tion, he was the Founder and Man­ag­ing Part­ner of ClearSky – now with $1 bn AUM in part­ner­ship with Nex­tera, the largest US util­i­ty. Rene was a found­ing share­hold­er at Sar­gon Cap­i­tal with $65 bn AUM. He was a Part­ner at Ster­ling Ven­tures and the Vice Chair­man Acron AG (lead­ing Real Estate invest­ment company).

A Stan­ford busi­ness school grad, he found­ed Pulse Evo­lu­tion (now FUBO-mar­ket­cap $1bn).

TOKEN CLASSIFICATION

Each SPiCE Token will be issued by SPiCE VC. In aggre­gate up to 106,000,000 SPiCE Tokens will be offered pur­suant to the Offer­ing, such that the max­i­mum pos­si­ble Total Issued SPiCE Tokens will be 117,000,000 SPiCE Tokens. The SPiCE Tokens have no vot­ing, dis­tri­b­u­tion, pre-emp­tive or con­ver­sion rights and offer redemp­tion rights only for SPiCE VC. More infor­ma­tion about the clas­si­fi­ca­tion of the SPiCE Tokens can be found below.

The SPiCE Tokens will be issued by SPiCE VC elec­tron­i­cal­ly on the ERC20 smart con­tract stan­dard con­sist­ing of soft­ware code, exist­ing on the Ethereum blockchain (the Smart Con­tract). The soft­ware code of the Smart Con­tract is open source.

The SPiCE Tokens have no dis­tri­b­u­tion or div­i­dend rights, oth­er than on a Real­i­sa­tion Buy­back, a Reg­u­la­to­ry Redemp­tion and a Liq­uid­i­ty Buy­back. Any return of cap­i­tal to SPiCE Token­hold­ers will occur through the Real­i­sa­tion Buy­back process of the SPiCE Tokens as fur­ther set out below.

If there is a Real­i­sa­tion in the port­fo­lio of invest­ments held direct­ly or indi­rect­ly by SPiCE VC, there will be a Real­i­sa­tion Buy­back sub­ject to the terms and con­di­tions of the SPiCE Token Instru­ment at a price to be deter­mined by SPiCE VC, using the funds received from the Real­i­sa­tion (after the deduc­tion of any applic­a­ble fees and expenses).

For fur­ther infor­ma­tion on the Repur­chase Price on a Real­i­sa­tion Buy­back please con­tact us directly.

Step 1: Reg­is­ter and qual­i­fi­ca­tion as pro­fes­sion­al investor

Euro­pean investors inter­est­ed in pur­chas­ing SPiCE Tokens must reg­is­ter with BMCP GmbH and qual­i­fy as a pro­fes­sion­al client accord­ing to Annex II of DIRECTIVE 2014/65/EU.

 

Step 2: Com­plete sub­scrip­tion process
After com­plet­ing Step 1, we will con­tact you direct­ly and pro­vide you with the respec­tive invest­ment doc­u­men­ta­tion. Euro­pean investors inter­est­ed in pur­chas­ing SPiCE Tokens must obtain and read the Pri­vate Place­ment Mem­o­ran­dum (PPM) for SPiCE, avail­able upon reg­is­tra­tion and com­ple­tion of the Sub­scrip­tion Form.

 

Step 3: Know Your Cus­tomer (KYC) and Anti-Mon­ey Laun­der­ing (AML) Compliance
Secu­ri­tize – a dig­i­tal secu­ri­ty com­pli­ance plat­form – will walk you through a quick and easy iden­ti­fi­ca­tion and accred­i­ta­tion process online. This process pro­tects investors and ensures the integri­ty of the fund. All poten­tial investors must pro­vide such infor­ma­tion to SPiCE VC as set forth in the Sub­scrip­tion Form to allow the Fund to con­duct its required KYC and AML analy­sis and to oth­er­wise con­firm that the investor sat­is­fies oth­er suit­abil­i­ty require­ments as the Fund may need from time to time. SPiCE VC reserves the right to reject any invest­ment in its sole discretion.

 

Step 4: Pur­chase dig­i­tal secu­ri­ty tokens
Send US dol­lars to SPiCE VC and obtain an eco­nom­ic inter­est in the fund in the form of SPiCE Tokens.

 

Step 5: Open an ERC-20 Wallet
After you have been con­firmed by SPiCE, you will be asked to cre­ate or pro­vide a dig­i­tal wal­let to hold SPiCE Tokens. Investors who wish to hold SPiCE tokens direct­ly will need to whitelist their wal­let with SPiCE. SPiCE tokens can also be heald by SPiCE in the investors account at SPiCE. In addi­tion, SPiCE tokens can also be cus­todied with Coin­Base as a 3rd par­ty cus­to­di­an for the investor.

SPiCE VC TOKEN

Tar­get Fund Raise

USD 100,000,000

For pro­fes­sion­al investors from

Datei:Flag of Europe.svg – Wikipedia Europe

Issuer SPiCE Ven­ture Cap­i­tal Pte Ltd.
Juris­dic­tion Sin­ga­pore
Total Invest­ment Volume USD 100,000,000
Min. Invest­ment Amount for EU Investors USD 250,000
Min. Invest­ment Amount (for cur­rent SPiCE Tokenholders) USD 50,000
Prin­ci­pal Amount USD 1.32 per Token (cal­cu­lat­ed NAV Per Token as of June 30, 2020)
Instru­ment Type Equi­ty
Cur­ren­cies USD
Ter­mi­na­tion Date 31 March 2027
Token Stan­dard ERC-20
Sec­ondary Trading Yes (Fusang Exchange, OFN, SharesPost)
For gen­er­al ques­tions about Secu­ri­ty Token Offer­ings please read our FAQs or Con­tact us.
Investor Doc­u­men­ta­tion

Slide Reg­is­ter

Inter­est­ed investors must reg­is­ter and qual­i­fy as pro­fes­sion­al client accord­ing to Annex II of DIRECTIVE 2014/65/EU. A pro­fes­sion­al client is a client who pos­sess­es the expe­ri­ence, knowl­edge and exper­tise to make its own invest­ment deci­sions and prop­er­ly assess the risks that it incurs.

If qual­i­fied as a pro­fes­sion­al client, BMCP will con­tact you directly.

Legal Infor­ma­tion

The infor­ma­tion of this Token Offer­ing is exclu­sive­ly intend­ed for per­sons who are not locat­ed in or res­i­dent of cer­tain oth­er restrict­ed juris­dic­tions, and who are oth­er­wise per­mit­ted to receive such information.

Accord­ing to Arti­cle 1 (4) c) of the EU Prospec­tus Reg­u­la­tion (Reg­u­la­tion (EU) 2017/1129 of the Euro­pean Par­lia­ment and of the Coun­cil of 14 June 2017 on the prospec­tus to be pub­lished when secu­ri­ties are offered to the pub­lic or admit­ted to trad­ing on a reg­u­lat­ed mar­ket, and repeal­ing Direc­tive 2003/71/EC), there is no oblig­a­tion to pub­lish a prospec­tus if the secu­ri­ties are only offered to legal enti­ties or indi­vid­u­als which are “qual­i­fied investor” as defined in the Prospec­tus Regulation.

The infor­ma­tion of this Token Offer­ing does not con­sti­tute an offer or an invi­ta­tion to pur­chase secu­ri­ties in any juris­dic­tion in which such offer or invi­ta­tion is not autho­rised or to any per­son to whom it is unlaw­ful to make such offer or invi­ta­tion. Users of this infor­ma­tion are request­ed to inform them­selves about and to observe any such restrictions. 

An invest­ment involves con­sid­er­able risks and can lead to the com­plete loss of the assets invest­ed. In the inter­ests of risk diver­si­fi­ca­tion, only those amounts of mon­ey should be invest­ed that are not required or expect­ed to be returned in the near future. How­ev­er, the risk is lim­it­ed to the invest­ment sum made and there is there­fore no oblig­a­tion to make addi­tion­al contributions.

The com­pa­ny to be financed is sole­ly respon­si­ble for all con­tents and infor­ma­tion pro­vid­ed regard­ing the offer­ing. BMCP GmbH acts as a pure inter­me­di­ary and assumes no lia­bil­i­ty for the accu­ra­cy of the pro­vid­ed con­tent. BMCP GmbH works on a suc­cess fee basis of up to 5% of raised capital. 

EXISTING PORTFOLIO COMPANIES

DISCLAIMER

THE INFORMATION CONTAINED HEREIN IS CONFIDENTIAL INFORMATION REGARDING SPICE VC (THE “FUND”). BY ACCEPTING THIS INFORMATION, THE RECIPIENT AGREES THAT IT, AND ITS OFFICERS, DIRECTORS AND EMPLOYEES WILL USE THE INFORMATION ONLY TO EVALUATE ITS HOLDINGS AND POTENTIAL INTEREST IN THE FUND AND FOR NO OTHER PURPOSE AND WILL NOT DIVULGE SUCH INFORMATION TO ANY OTHER PARTY. ANY REPRODUCTION OF THIS INFORMATION, IN WHOLE OR IN PART, IS PROHIBITED. THE INFORMATION CONTAINED HEREIN HAS BEEN PREPARED SOLELY FOR INFORMATIONAL PURPOSES AND IS NOT AN OFFER TO BUY OR SELL OR A SOLICITATION OF AN OFFER TO BUY OR SELL ANY SECURITIES OR ANY INTEREST IN THE FUND OR ANY OTHER FUND OR TO PARTICIPATE IN ANY TRADING STRATEGY. IF ANY OFFER TO PURCHASE ANY INTEREST IN THE FUND IS MADE IN DUE COURSE IT SHALL BE MADE ONLY PURSUANT TO A DEFINITIVE OFFERING DOCUMENT PREPARED BY OR ON BEHALF OF THE FUND WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED HEREIN AND WHICH SHALL SUPERSEDE THIS INFORMATION IN ITS ENTIRETY. ANY DECISION TO INVEST IN THE FUND SHOULD BE MADE ONLY IN COMPLIANCE WITH AND SUBJECT TO THE LIMITATIONS IMPOSED BY APPLICABLE LAWS APPLYING TO THE ABILITY TO OFFER THESE SECURITIES TO PROSPECTIVE INVESTORS IN THEIR RELEVANT JURISDICTIONS AND AFTER REVIEWING THE DEFINITIVE OFFERING DOCUMENT, CONDUCTING INVESTIGATIONS AS DEEMED NECESSARY BY THE INVESTOR AND CONSULTING THE INVESTOR’S OWN INVESTMENT, LEGAL, ACCOUNTING AND TAX ADVISORS IN ORDER TO MAKE AN INDEPENDENT DETERMINATION OF THE SUITABILITY AND CONSEQUENCES OF AN INVESTMENT IN THE SECURITIES. WITH THE EXCEPTION OF APPROVED ACCREDITED INVESTORS WHO HAVE BEEN DIRECTLY APPROACHED UNDER RULE 506 © OF REGULATION D OF THE UNITED STATES SECURITIES ACT OF 1933 THE FUND WILL NOT ACCEPT INVESTMENTS FROM ANY US PERSON AND THIS PRESENTATION IS NOT FOR USE BY ANY US PERSON OTHER THAN THOSE WHO HAVE BEEN SPECIFICALLY APPROVED BY THE FUND. NO REGISTRATION STATEMENT HAS BEEN FILED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR ANY U.S. STATE SECURITIES AUTHORITY WITH RESPECT TO THE SHARES OF THE FUND. NONE OF THE SHARES IN THE FUND HAVE BEEN OR WILL BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). EXCEPT AS NOTED ABOVE NONE OF THE SHARES IN THE FUND MAY BE OFFERED, SOLD, TRANSFERRED, ASSIGNED OR DELIVERED, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE “UNITED STATES”), OR TO ANY U.S. PERSON AS DEFINED HEREIN. IN ADDITION, THE FUND HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES INVESTMENT FUND ACT OF 1940, AS AMENDED (THE “1940 ACT”). NONE OF THE SHARES IN THE FUND MAY BE OFFERED, SOLD, TRANSFERRED, ASSIGNED OR DELIVERED, DIRECTLY OR INDIRECTLY, TO ANY PERSON IN CIRCUMSTANCES WHICH MIGHT RESULT IN THE FUND INCURRING ANY LIABILITY TO TAXATION OR SUFFERING ANY OTHER PECUNIARY DISADVANTAGES WHICH THEY MIGHT NOT OTHERWISE INCUR OR SUFFER, OR WOULD RESULT IN THEM BEING REQUIRED TO REGISTER UNDER THE 1940 ACT. ALL PERFORMANCE, INVESTMENT STRATEGIES, AND RISK TARGETS CONTAINED HEREIN ARE SUBJECT TO CHANGE WITHOUT NOTICE. THERE CAN BE NO ASSURANCE THAT THE FUND WILL ACHIEVE ANY TARGETS OR THAT THERE WILL BE ANY RETURN ON CAPITAL. HISTORICAL RETURNS ARE NOT PREDICTIVE OF FUTURE RESULTS. THE FUND IS INTENDED TO BE A SPECIALIST VEHICLE FOR INVESTMENT IN THE EARLY STAGE TECHNOLOGY SECTOR AND DIGITAL ASSETS. INVESTMENTS IN EARLY STAGE TECHNOLOGY AND DIGITAL ASSETS CARRY GREATER RISKS AND MAY BE CONSIDERED HIGH RISK AND VOLATILE. THERE IS A RISK OF TOTAL LOSS OF THE PRINCIPAL AND INTEREST INVESTED – PLEASE REFER TO THE DEFINITIVE OFFERING DOCUMENT FOR A FULL LIST OF RISKS. NOTE THAT THE NET ASSET VALUE AND RELATED INFORMATION DISCUSSED IN THIS DOCUMENT IS BASED ON ESTIMATE AND SHOULD NOT BE TREATED AS ACCURATE FACTS.