Wave Digital Assets LLC (the “Adviser”) offers Management Services in securitized and non-securitized digital assets on
a discretionary basis to Managed Funds, SMEs, and Pooled Funds (each as defined below, and together, “Clients”),
including the offering of private funds.
Wave Digital Assets LLC was formed in November 2018. Wave Digital Assets Holdings LLC is the sole owner of Wave
Digital Assets LLC. David Siemer is the CEO, Manager, Board Member, and a shareholder of Wave Digital Assets
Holdings LLC.
As described in detail below for each fund or other account, the Adviser manages assets with a total value of
approximately $228,382,000, calculated as of December 31, 2022 for all funds or other Client accounts except for the
SAY Fund (as defined below), which was calculated as of February 17, 2023.
Notes Regarding Part 1A of the Adviser’s Form ADV:
For the avoidance of doubt, the Adviser has completed its Form ADV in a manner that includes dollar amounts
attributable to the digital assets it manages, regardless of whether it believes the underlying assets may currently be, or
whether they are later determined to be, securities under US Federal Securities Laws, Rules, Regulations, or other
guidance, including, without limitation, in its Regulatory AUM as reported in Item 5 of Form ADV Part 1A, Part 2A and
in Schedule D forms provided for pooled accounts, as well as its inclusion of Private Funds that solely manage digital
assets in Item 7.
Discretionary Management Services
Wave Digital Assets provides for the management of customer assets via separately managed accounts (“Managed
Accounts”) and/or single member private funds (“SMEs”) with an intended investment objective of achieving risk
adjusted returns consistent with the Client’s objectives. The Managed Accounts or SMEs are generally designed
according to each Client’s specific investment profile, mandate or guidelines.
The Adviser may, without prior consultation with the Client, select, buy, sell, and trade in stocks, digital currency, digital
assets, derivatives and other securities and/or contracts relating to the same. To achieve an additional stream of yield,
assets, in cash or securities, can be lent out to borrowers under separate contractual arrangements. Unless otherwise
specifically and expressly indicated in the client Agreement, Client acknowledges and understands that the service to be
provided by Adviser under the Agreement is limited to the management of the Assets and does not include financial
planning, tax and legal services. The Adviser permits investors in its Discretionary Management Services to place
reasonable restrictions on investing in certain types of securities.
In furtherance of Adviser’s delivery of services under the Agreement, Client agrees to provide information as pertains to
Client’s income, investments, risk tolerance, objectives and/or related information. The Client also agrees to discuss with
Adviser its/his/her investment objectives, needs and goals, and to keep Adviser informed of any changes. The Client
acknowledges that Adviser cannot adequately perform its services for the Client unless the Client informs Adviser of
these changes in a timely manner. Adviser shall not be required to verify any information obtained from the Client,
Client’s attorney, accountant or other professionals, and is expressly authorized to rely thereon.
The management services provided by the Adviser include Digital Asset Lending, Investment Advisory and Liquidity
Management, Derivative Strategies and Managed/Premium Asset Disposal.
As of December 31, 2022, the Adviser manages approximately $169,383,000 in discretionary assets in its Managed
Accounts and SMEs.
Investment Adviser to the Wavemaker Genesis Master Fund, Ltd., Wavemaker Genesis Fund, LLC and
Wavemaker Genesis (International) Fund, Ltd.
The Adviser serves as the investment adviser to Wavemaker Genesis Master Fund, Ltd, Wavemaker Genesis Fund, LLC
and Wavemaker Genesis (International) Fund, Ltd. (collectively, the “WaveGen Funds”) Investment in the Funds are
subject to terms, conditions, jurisdiction and restrictions described in full in the Private Placement Memorandum
(“PPM”) dated January 2019.
The Adviser provides discretionary investment management services for the entirety of the Fund’s portfolio. The
objective of the Master Fund is capital appreciation. The Funds seek to employ a venture style “high risk – high reward’
model for early-stage investments through global investments in virtual currencies, tokens, and securities issued by
blockchain-focused companies. Specifically, the Funds intend to focus on the crypto sector’s equivalent of early-stage
investments – pre-initial coin offering (“ICO”) tokens, as well as actual early-stage investments in block-chain focused
companies.
As of December 31, 2022, the Fund had AUM of approximately $3,868,000.
Investment Adviser to Wave BTC Income & Growth Digital Fund Ltd, Wave BTC Income & Growth Digital
US Feeder Fund LLC and Wave BTC Income and Growth Feeder Fund, Ltd.
Wave Digital Assets is the discretionary investment manager of the Wave BTC Income & Growth Digital Fund Ltd,
("Master Fund). Wave BTC Income & Growth Digital US Feeder Fund LLC (US Feeder Fund) and Wave BTC Income
and Growth Feeder (International) Fund, Ltd. The funds engage in investment activities primarily through the Wave
BTC Income & Growth Digital Fund Ltd (the Master Fund) utilizing a Master-Feeder structure.
The investment objective of the Fund is to seek above-average rates of return through long-term capital growth and
income generation by capturing the Bitcoin (“BTC”) volatility risk premium through “call overwriting.” “Call
overwriting” consists of writing call options on reference assets that the writer owns in order to generate income from
the option premiums. The Fund’s principal investment strategy is to write out-of-the-money call options against a long
position of BTC on a 1:1 ratio. Fund intends to write short-dated BTC call options of less than one year. There can be
no assurance that the Fund will achieve its objective or its target return or that it will not incur losses. Investment in the
Fund is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in the Private
Placement Memorandums dated September 2, 2021 (for the Master Fund) and September 1, 2021 (for the US Feeder
Fund).
As of December 31, 2022, the Fund had AUM of approximately $3,323,000.
Investment Adviser to Wave Kentucky Whiskey 2020 Digital Fund, LLC (the “Whiskey Fund”)
Wave Digital Assets is the discretionary investment manager of the Wave Kentucky Whiskey 2020 Digital Fund, LLC
offering interests representing fractional non-voting economic interests in the Net Asset Value of the Fund. The
Whiskey Fund is formed for the primary purpose of buying and holding an inventory of whiskey produced on its behalf
and liquidated over time as the value increases. In general, the value of newly produced whiskey increases in value, and
the fund will acquire newly created barrels of whiskey and keep it in storage. The fund will then sell the inventory down
over time as the value is expected to increase. The goal is to maximize return for the investors.
The Fund interests are based on cryptographic technologies similar to those used for the creation and transfer of certain
virtual currencies. An investment in Fund Tokens is suitable only for sophisticated investors who have experience
investing in private funds employing the Fund’s strategies, are familiar with investing in and trading Crypto Assets and
can afford the loss of their entire investment in Fund Tokens. Investment in the Fund is subject to terms, conditions,
jurisdiction and restrictions described in full in the Private Offering Memorandum (“POM”).
As of December 31, 2022, the Fund had AUM of approximately $4,401,000. This offering is currently closed to new
investment.
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Investment Adviser to Wave Select 5 Crypto Index Fund, LP
Wave Digital Assets is the discretionary investment manager of the Wave Select 5 Crypto Index Fund LP offering
fractional and non-voting economic interests in the Net Asset Value of the Fund. The Fund was organized as a
Delaware limited partnership on February 24, 2021 to operate as a private investment partnership. In order to facilitate
investments by non-U.S. and U.S. tax-exempt investors, the General Partner has sponsored the formation of a British
Virgin Islands business company, Wave Select 5 Crypto Index Fund (BVI), Ltd. (the “Offshore Feeder”), which will offer
its interests primarily to non-U.S. individuals and U.S. tax-exempt entities. The Fund, together with the Offshore Feeder,
will place all or substantially all of its assets in, and conduct its investment activities primarily through, a British Virgin
Islands business company, Wave Select 5 Crypto Index Master Fund (BVI), Ltd. (the “Master Fund”), utilizing a “Master-
Feeder” structure. The General Partner serves as the investment manager for each of the Master Fund and the Offshore
Feeder and will make all investment decisions for such entities. The Fund and the Offshore Feeder participate on a pro
rata basis in the profits and losses of the Master Fund and bear a pro rata portion of all expenses of the Master Fund
based on the net asset value of their respective interests in the Master Fund. The purpose of the Master Fund is to
achieve trading and administrative efficiencies.
No additional fees are payable by the Fund in connection with the Fund’s
investment in the Master Fund. Although investment activities are currently anticipated to be conducted exclusively at
the Master Fund level, the Fund may also conduct direct investment activities (either exclusively or supplemental to its
investment in the Master Fund) in the future if deemed necessary or advisable due to tax, regulatory or other legal
considerations, or for any other reason, each in the sole discretion of the General Partner.
The investment objective of the Fund is capital appreciation. The Fund is designed to track the performance of the
Wave Select 5 Index, which tracks the top five cryptocurrencies by market cap, and is rebalanced monthly. The Fund
may also lend assets out to generate returns. There can be no assurance that the Fund will achieve its objective or its
target return or that it will not incur losses.
Investment in the Fund is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in
the Confidential Private Placement Memorandum (PPM) dated March 1, 2021.
As of December 31, 2022, the Fund had AUM of $2,831,000.
Investment Adviser to cFund, Ltd., cFund US, LLC and cFund Global, LTD
Wave Digital Assets LLC is the investment manager (“Investment Manager”) of the Funds. Wave Digital Assets LLC is
also the managing member (“Managing Member”) of the U.S. Fund.
The Investment Manager provides discretionary investment management services for the entirety of the Fund’s
portfolio.
The Master Fund invests in portfolio assets in accordance with the investment objective described below. Each of the
U.S. Fund and the International Fund invests substantially all of its assets in the cFund Ltd., the Master Fund, in what is
sometimes called a “master-feeder” structure; however, based on circumstances, such as in the event of prohibitions
(regulatory or commercial) on its participation in certain investments made by the Master Fund, each of the U.S. Fund
and the International Fund may diversify its portfolio beyond its holdings in the Master Fund as the Investment
Manager (defined below) deems appropriate.
The U.S. Fund offers LLC Interests primarily to eligible U.S. taxable investors (as investors in the U.S. Fund,
“Members”). The Master Fund accepts investments from the U.S. Fund and the International Fund and generally offers
Shares only to eligible non-U.S. persons and U.S. tax-exempt investors (as investors in the International Fund,
“Shareholders” and, together with Members, “Investors”). The International Fund offers Shares primarily to eligible
non-U.S. investors and U.S. tax-exempt investors. The LLC Interests and Shares are collectively referred to as
“Interests.” Investors should consult their tax, legal and financial advisors before making any investment in the Funds.
The Funds’ primary investment objective is capital appreciation, with a secondary objective of investing in the IOHK
ecosystem. Further description of “IOHK ecosystem” can be found in the PPM in the section entitled Investment
Philosophy, Principal Strategies.
Each of the U.S. Fund and the International Fund has the same investment objectives as the Master Fund and will seek
to achieve its investment objectives by investing substantially all of its investable assets in the Master Fund.
Investment in the Fund is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in
the Private Placement Memorandum (“PPM”) dated October, 2020.
As of December 31, 2022, the Fund had AUM of $11,416,000.
Investment Adviser to Wave NFT Fund, LP and the Wave NFT Non-Fungible (BVI) Fund I, Ltd. (the “NFT
Funds”)
Wave Digital Assets is the discretionary General Partner of Wave NFT Fund LP and the Investment Manager of Wave
NFT Non-Fungible (BVI) Fund I, Ltd.
Wave NFT Fund, LP (NFT Fund) was organized as a Delaware limited partnership on September 7, 2021to operate as a
private investment partnership. Wave NFT Non-Fungible (BVI) Fund I, Ltd. (Offshore Feeder) Is a British Virgin
Islands (“BVI”) business company established to operate as a close-ended private investment fund. Collectively, the
NFT Fund and Offshore Feeder are referred to below as “the Funds.”
The Funds will place all or substantially all of their assets in, and conduct investment activities primarily through, Wave
NFT (Master) Fund, Ltd. (the “Master Fund”), a BVI business company, utilizing a “master-feeder” structure. The
General Partner serves as the Investment Manager for the Funds and will make all investment decisions for such entities.
In addition to its management of the Fund, the General Partner will conduct the investment activities of the Master
Fund.
The Funds participate on a pro rata basis in the profits and losses of the Master Fund and bear a pro rata portion of all
expenses of the Master Fund based on the net asset value of their respective interests in the Master Fund. The purpose
of the Master Fund is to achieve trading and administrative efficiencies. No additional fees are payable by the Funds in
connection with the Funds’ investment in the Master Fund. Although investment activities are currently anticipated to
be conducted exclusively at the Master Fund level, the Funds may also conduct direct investment activities (either
exclusively or supplemental to investment in the Master Fund) in the future if deemed necessary or advisable due to tax,
regulatory or other legal considerations, or for any other reason, each in the sole discretion of the General Partner.
The Funds’ long-term investment objective is to seek above-average rates of return through short and long-term capital
growth by investing primarily in NFTs and other digital assets. The General Partner intends to maintain a ratio of 70/30
across collectibles and platforms/protocols, or use a different ratio, as determined in General Partner’s sole discretion.
The Fund may also stake and lend assets to generate returns. The Fund may also make investments in other types of
securities or other investments as more fully described in the Confidential Private Placement. There is no assurance that
the Fund will achieve its objective, its target return or any return or that it will not incur significant losses.
Investment in the Funds is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in
the Confidential Private Placement Memorandum (PPM) dated September 7, 2021 (NFT Fund) and the Confidential
Private Placement Memorandum (PPM) dated September 8, 2021(Offshore Feeder).
As of December 31, 2022, the Funds had AUM of $7,110,000
Investment Adviser to the Wave ADA Yield Fund, Ltd. (“WAY Fund”)
Wave Digital Assets is the discretionary Investment Manager and Independent Director of Wave ADA Yield Fund, Ltd.
The Fund is a business company limited by shares formed under the laws of the British Virgin Islands on October 29,
2021 to operate as a “professional fund” primarily for the benefit of non-US persons and Permitted U.S. Persons.
The Fund’s investment objective is to capture returns primarily by lending (or engaging in repo transactions with respect
to) ADA and other digital assets as a liquidity provider or as a depositor to decentralized financial applications or
DAPPS, and by providing liquidity for trading pairs on various DAPPS. The Fund may also engage in (1) the staking of
digital assets for yield, (2) the purchase of digital assets, (3) the collection of new crypto assets and the equity of crypto-
related companies through airdrops and forks, and (4) opportunistic capitalization on any additional new strategies that
emerge within the decentralized finance ecosystem.
Investment in the Fund is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in
the Confidential Private Placement Memorandum dated January 2022. As of December 31, 2022, the Fund has AUM of
$25,890,000.
Investment Adviser to the Wave Stable Asset Yield Fund (Offshore) Ltd. (the “SAY Fund”)
Wave Digital Assets is the discretionary Investment Manager of Wave Stable Asset Yield Fund (Offshore) Ltd. The
Fund is a business company limited by shares formed under the laws of the British Virgin Islands on March 22, 2022 to
operate as a “professional fund” primarily for the benefit of non-U.S. Persons and Permitted U.S. Persons.
The Fund’s investment objective is to deliver attractive returns by capturing funding opportunities in the Digital Asset
space, while minimizing exposure to the price movement of the underlying Digital Assets primarily by the staking of
stablecoins on various decentralized finance (“DeFi”) protocols available to the Fund. The Fund may also act as a
borrower, liquidity provider or as a depositor to decentralized financial applications (“DAPPs”), and by borrowing or
providing liquidity for trading pairs on various DAPPs. Beyond DeFi, the Fund anticipates that it will also engage in
direct lending or borrowing of U.S. dollars or Digital Assets with various counterparties operating in or adjacent to the
Digital Asset space.
Investment in the Fund is subject to substantial risks, terms, conditions, jurisdiction and restrictions described in full in
the Confidential Private Placement Memorandum dated September 2022.
As of February 17, 2023, the Fund had AUM of $5,000,000.
Other Information
The Adviser does not participate in or sponsor a wrap fee program.