Updated May 6, 2019
Crescent Crypto Asset Management and its affiliates (collectively, the “Manager”) are furnishing this website presentation (this “Website”) to sophisticated prospective investors, for informational purposes only, in relation to a potential opportunity to subscribe for limited partnership interests represented by uncertificated units (“Units”) in Crescent Crypto Market Index Fund, LP (the “Fund”) or “Shares” in Crescent Crypto Market Index Fund Offshore, SPC. This is neither an offer to sell nor a solicitation for an offer to buy Units or Shares in any Fund. Any such offer or solicitation will be made solely through definitive offering documents, identified as such, which will contain information about each fund’s investment objectives and terms and conditions of an investment and may also describe risks and tax information related to an investment therein and which qualifies in its entirety the information set forth on this Website. The Units and the Shares (together, the “Interests”) have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), the securities laws of any state or the securities laws of any other jurisdiction, nor is such registration contemplated. The Interests will be offered and sold under the exemption provided by Section 4(a)(2) of the Securities Act of 1933, Rule 506 of Regulation D promulgated thereunder, and other exemptions of similar import in the laws of the states and jurisdictions where the offering will be made. The offer and sale of the Interests have not been registered with or approved or disapproved by the Securities and Exchange Commission (the “SEC”) or the securities commission or regulatory authority of any state or foreign jurisdiction.
The Units have not been recommended, approved or disapproved by the SEC or by the securities regulatory authority of any state or of any other U.S. or non-U.S. jurisdiction, nor has the SEC or any such securities regulatory authority passed upon the accuracy or adequacy of this Website. There are substantial restrictions on the transfer of Units.
No Advice on Investment; Risk of Loss
Prior to making any investment decision in respect of the Fund, each investor must undertake its own independent examination and investigation of the Fund, including the merits and risks involved in an investment in the Interests, must base its investment decision – including a determination whether Interests would be a suitable investment for the investor – on such examination and investigation, and must not rely on the Manager or the Fund in making such investment decision. Prospective investors must not construe the contents of this Website as legal, tax, investment, or other advice. Each prospective investor is urged to consult with its own advisors with respect to legal, tax, regulatory, financial, accounting and similar consequences of investing in the Fund, the suitability of the investment for such investor and other relevant matters concerning an investment in the Fund. This Website contains an overview summary of the terms of the Fund. The summary set forth in this Website does not purport to be complete, and is qualified in its entirety by reference to the definitive offering documents relating to the Fund. Do not place undue reliance on this Website.
To the maximum extent permitted by law, none of the Manager, the Fund, their affiliates, or any of their respective directors, officers, employees, agents, affiliates or advisers (collectively, the “Related Persons”) will be responsible or liable for this Website (or the information contained in it), and none of the Related Persons makes any warranties or representations, express or implied, as to the accuracy, suitability, fairness, completeness or otherwise of such information, including where such information contains errors or misstatements. The recipient acknowledges that each Related Person excludes and disclaims, to the maximum extent permitted by law, all liability to the recipient or to any other person for any expense, cost, loss or damage of any kind, including direct, indirect or consequential loss or damage incurred by any person arising from, or relating to, any information included or omitted from this Website, whether by reason of such information being inaccurate or incomplete, or for any other reason.
Information May Change and Be Inaccurate, Incomplete or Outdated
The information on this Website is for discussion purposes only and no representations or warranties are given or implied. The information contained on this Website is subject to further discussion, completion and amendment. All of the information presented herein is subject to change without notice. This Website may be updated to provide additional information on the Manager, its indices and methodologies, and the Funds. Any use of this Website is on an “as is” and “as available” basis and is at the user’s sole risk.
Certain information contained in this Website may have been obtained from sources prepared by other parties, which in certain cases may not have been updated through the date hereof. While such information is believed to be reliable for the purpose used on this Website, none of the Manager, the Fund or any of the Related Persons make any representation or warranty (express or implied) as to, nor do they assume any responsibility or liability for, the information contained on this Website, including such information’s accuracy, adequacy, timeliness and completeness. Further, the Manager, the Fund, and the Related Persons do not represent that the information will remain unchanged. The Manager is under no obligation to update the material on this Website.
This Website does not contain all the information necessary for prospective investors to fully evaluate any transaction or investment, and no investor should rely on the contents of this Website. Any investment decision should be made based solely upon appropriate due diligence and, if applicable, upon receipt and careful review of any definitive offering documents, identified as such, in respect of the Fund.
No Investment in Index
It is not possible to invest directly in an index. Exposure to an asset class represented by an index is available through investable instruments based on that index. The Manager makes no assurance that investment in cryptocurrencies based on the index will accurately track index performance or provide positive investment returns. The Manager does not sponsor, endorse or otherwise promote any cryptocurrency, financial product, security or transaction referencing the Index. The Manager does not have any obligation to take the needs of any investor, cryptocurrency company, holder or any other person into consideration in determining, composing or calculating the Index.
The Index is the exclusive property of the Manager, and the Manager retains all proprietary rights therein. Any user of this Website agrees to not, and will not assist any third party to, assert any rights in the Index, or any component thereof, or challenge the Manager’s rights therein. The trademarks and service marks used on this Website (collectively, the “Marks”) are trademarks and/or service marks (whether registered or unregistered) owned by the Manager or by third party licensors. Nothing contained on this Website should be construed as granting any license or right to use any of the Marks for any purpose whatsoever without the written permission, or consent provided pursuant to the terms of the applicable license, of the Mark’s lawful owner. Unauthorized use of the Marks or any other information included herein is strictly prohibited and may violate trademark, copyright or other applicable laws.
The business and investment history of the Manager’s management team and other background information presented on this Website is not comprehensive. In particular, the information set forth on this website should not be interpreted as an exhaustive presentation of the Fund’s senior executives’ past business associations, professional and other accomplishments, or business experience. Additional information is available upon request.
Performance information is provided for informational purposes only. Past performance of the management team is not necessarily indicative of future results, and there can be no assurance that any projections, targets or estimates of future performance will be realized. Actual performance of the Fund may vary substantially from the performance provided on this Website. An investor may lose all or a substantial part of its investment in the Fund. Careful consideration should be given to any performance data provided herein. Fund returns are calculated net of expenses. Base rate investment units are subject to a 2.0% annual fee that includes the management fee, custody charges for holding the fund’s assets in cold storage, and customary fees and expenses of the fund administrator and auditor.
The performance of the Fund will be reduced by any and all applicable fees or expenses charged to and by the Fund, which could be more than the fees and expenses incurred with respect to investments held by the Manager. Performance returns of the Fund may be materially less than that of the Manager.
Fund Can’t Track Index Exactly
The Fund will have losses, liabilities and expenses that will offset its income and gains, and therefore the Fund’s performance may be below the Index’s performance. In addition, the performance of the Fund and the Index may vary somewhat due to other factors such as imperfect correlation between the Fund’s investments and Index composition, regulatory restrictions, high portfolio turnover rate, rounding of prices and timing differences associated with additions to and deletions from the Index and the Fund.
The historical back-tested performance of the Crescent Market Index was calculated by retroactively applying the Index Methodology (a financial model, or set of rules for calculating Index constituents and weightings) to an historical set of data in order to arrive at hypothetical Index performance. This performance history is not the performance of any actual account, but rather the result of applying a set of mathematical rules to a set of historical data in order to arrive at the hypothetical results of how the Index would have performed if it had, in fact, been in existence during the historical period. Actual returns from live portfolios will differ materially from the back-tested, hypothetical Index returns. Hypothetical returns do not reflect the macroeconomic risks of using an investment strategy in a different time period or the financial risk of executing trades in a live portfolio which include the potential market impact on cryptocurrency prices caused by buying or selling that could cause the model’s buy or sell prices to differ from the frictionless trades of the back-tested model. As the back-tested returns simulate the historical hypothetical performance of an Index, hypothetical investment fees associated with investing in a Fund tracking this hypothetical index (including trading commissions, brokerage fees, management fees, or other fees) have not been included in (by reducing) the historical performance. Although the information on this Website provides some idea of the historic risks involved in investing in a portfolio designed to track the Crescent Crypto Market Index, past hypothetical performance is not a guarantee of future returns. Backward looking performance cannot predict how any investment strategy will perform in the future. The inception date of the Crescent Crypto Market Index is October 31, 2017, and prior returns represent historical back-tested performance.
The historical performance of Bitcoin and Ethereum (i.e., prior to October 31, 2017) is unaudited and does not represent the returns of an actual account. These historical returns do not include the fees and expenses that are charged by any fund. Actual returns from live portfolios will differ materially from the historical, unaudited Bitcoin and Ethereum returns. Historical returns do not reflect the macroeconomic risks of using an investment strategy in a different time period or the financial risk of executing trades in a live portfolio which include the potential market impact on cryptocurrency prices caused by buying or selling that could cause price impact. The historical Bitcoin and Ethereum price performance does not include hypothetical investment fees associated with investing in a fund investing in Bitcoin or Ethereum (including trading commissions, brokerage fees, management fees, or other fees). Those estimated fees have not been included in (by reducing) the historical performance. Although the information on this Website and the materials linked herein provides some idea of the historic risks involved in investing in a portfolio investing in Bitcoin and Ethereum, past hypothetical performance is not a guarantee of future returns. Backward-looking performance cannot predict how any investment strategy will perform in the future.
Projections or Forecasts
This Website includes forward-looking statements that represent the Manager’s opinions, expectations, beliefs, intentions, estimates or strategies regarding the future, which may not be realized. These statements may be identified by the use of words like “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “will,” “should,” “seek,” and similar expressions. The forward-looking statements reflect the Manager’s views and assumptions with respect to future events and are subject to risks and uncertainties. Actual and future results and trends could differ materially from those described by such statements due to various factors, including those beyond our ability to control or predict. Given these uncertainties, undue reliance should not be placed on the forward-looking statements. The Manager does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The Manager does not guarantee the offering and events described on the Website will happen as described (or that they will happen at all).